Allahabad Bench lacked jurisdiction in winding up petition, order nullified. Jurisdictional objection upheld, case transferred.

The Allahabad Bench lacked jurisdiction to entertain the winding up petition for a company within the Lucknow Bench's jurisdiction. The order for winding up by the Allahabad Bench was deemed null and void due to lack of jurisdiction. Despite a delay, the objection to jurisdiction was considered valid as it pertained to a fundamental matter. The court set aside the winding up order and directed the case to be heard by the Company Judge at Lucknow. The appeal was allowed, and the initial judgment was overturned.

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Issues Involved
1. Jurisdiction of the Allahabad Bench vs. Lucknow Bench for winding up petitions.
2. Validity of the winding up order passed by the Allahabad Bench.
3. Objection to jurisdiction raised after a significant delay.
4. Merits of the winding up order.

Detailed Analysis

1. Jurisdiction of the Allahabad Bench vs. Lucknow Bench for Winding Up Petitions
The primary issue was whether the Allahabad Bench had jurisdiction to entertain the winding up petition for a company whose registered office was within the territorial jurisdiction of the Lucknow Bench. The court noted that the jurisdiction of the High Court of Judicature at Allahabad is governed by the U.P. High Courts (Amalgamation) Order, 1948, which stipulates that Judges sitting at Lucknow shall exercise jurisdiction over cases arising in specified areas of Oudh/Avadh. The court referred to various notifications, particularly the Notification dated 05.08.1975, which allowed the Lucknow Bench to entertain winding up petitions up to the stage of proceedings under Section 439 of the Companies Act, 1956. The court concluded that the Allahabad Bench lacked jurisdiction to entertain the winding up petition for a company whose registered office was within the jurisdiction of the Lucknow Bench.

2. Validity of the Winding Up Order Passed by the Allahabad Bench
The court held that the order passed by the Allahabad Bench for winding up the company was without jurisdiction and thus a nullity. The court emphasized that jurisdictional issues go to the root of the matter, and any order passed without jurisdiction is invalid. The court also noted that the Registrar General should have forwarded the Reference received from BIFR to the Registrar at Lucknow for further action.

3. Objection to Jurisdiction Raised After a Significant Delay
The court addressed the issue of whether the objection to jurisdiction could be raised after a significant delay. It held that objections to territorial and pecuniary jurisdiction must be raised at the earliest possible opportunity. However, the court distinguished this case by noting that the issue involved a lack of jurisdiction over the subject matter, which can be raised at any stage. The court found that the objection to jurisdiction was valid despite the delay, as it involved a fundamental issue of jurisdiction over the subject matter.

4. Merits of the Winding Up Order
Given the court's decision to set aside the winding up order on jurisdictional grounds, it did not address the merits of the winding up order. The court directed that the matter be placed before the Company Judge sitting at Lucknow for consideration in accordance with the law.

Conclusion
The appeal was allowed, and the judgment dated 19.09.2007 passed by the Company Judge at Allahabad was set aside. The Registrar General was directed to forward the Reference from BIFR to the Registrar at Lucknow for further proceedings.

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