Winding up petition dismissed for non-compliance, lack of allegations, lawful operations under new management. Appeal dismissed.

The Tribunal dismissed the winding up petition due to non-compliance with the Companies Act, lack of specific allegations against the respondent company, and the company's lawful operations under new management. The Tribunal vacated interim orders, dismissed all connected cases, including the Contempt Petition, without costs. The appeal lacked merit and was dismissed, aligning with a precedent involving Apoorva Leasing Finance & Investment Company Limited upheld by the Supreme Court.

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Issues Involved:
1. Compliance with the second proviso to sub-Section (3) of Section 272 of the Companies Act, 2013.
2. Specific allegations against the respondent company.
3. Current management and operational status of the respondent company.

Issue-wise Detailed Analysis:

1. Compliance with the second proviso to sub-Section (3) of Section 272 of the Companies Act, 2013:
The Tribunal noted that the Ministry of Corporate Affairs granted permission to file winding up petitions against 49 companies based on the SFIO Report. However, there was no evidence of compliance with the second proviso to sub-Section (3) of Section 272 before filing the petition. The communication dated 29.08.2017 to the Director, SFIO, directing to assist the RoC, could not be construed as permission for filing the petition. The Tribunal emphasized that without proper sanction, the winding up petition could not proceed.

2. Specific allegations against the respondent company:
The Tribunal found that there were no specific allegations against the respondent company. The SFIO Report mentioned a single past transaction, which had already concluded. The Tribunal highlighted the lack of ongoing or recent illegal activities involving the respondent company, which weakened the case for winding up based on past actions alone.

3. Current management and operational status of the respondent company:
The Tribunal observed that the respondent company was under new management and operating as a going concern, complying with the Companies Act, 2013, and the Income Tax Act, 1961. The company was making regular filings and adhering to statutory requirements. The Tribunal concluded that the company's current lawful operations and compliance with regulations did not justify winding up.

Conclusion:
The Tribunal dismissed the winding up petition on three counts: non-compliance with the second proviso to sub-Section (3) of Section 272, lack of specific allegations against the respondent company, and the company's current lawful operations under new management. The Tribunal vacated any interim orders and dismissed all connected cases, including the Contempt Petition, without any order as to costs. The appeal was found to lack merit and was dismissed, aligning with the precedent set in a similar case involving Apoorva Leasing Finance & Investment Company Limited, which had been upheld by the Hon'ble Supreme Court.

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