Implied commercial contract supports detention charges, while disputed debt beyond the admitted amount must be pursued in a regular suit.

A commercial liability for detention charges may arise by implication from the parties' conduct even without a written agreement, and a defence based on agency of a disclosed principal under section 230 of the Indian Contract Act, 1872 was rejected on the facts. The company's admission that the containers were returned to Kolkata on 28 November 2015 established liability for detention charges at the agreed rate for the intervening period. The wider claim beyond the admitted debt was treated as requiring trial in a regular suit, so the winding up petition was admitted only to the extent of the admitted amount, with a direction to secure the disputed balance.

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Issues: Whether the company was liable for detention charges for the period after 7 November 2015 on the basis of an implied contract and whether the winding up petition could be admitted for the admitted debt while giving the company an opportunity to secure the disputed balance.

Analysis: There was no written agreement for detention charges, but the company's own conduct in paying detention charges for an earlier period established a contract by implication. The defence based on agency of a disclosed principal under section 230 of the Indian Contract Act, 1872 was not accepted on the facts. The company admitted that the containers returned to Kolkata on 28 November 2015, which made it liable for detention charges at the agreed rate for the intervening period. At the same time, the Court treated the wider claim beyond the admitted period as requiring adjudication in a regular suit and not in winding up proceedings, and therefore allowed the company an opportunity to secure the disputed balance.

Conclusion: The petition was admitted to the extent of the admitted detention charges and the company was directed to pay that amount with interest, while also securing the balance claim; failing compliance, the petition could be advertised for further hearing.

Ratio Decidendi: A commercial obligation may arise by implication from the parties' conduct, and in winding up jurisdiction an admitted debt may be enforced while disputed claims requiring trial are left to be pursued in a separate suit, with conditional security directions to protect the petitioner.

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