Limitation for company winding-up claims under section 446(2)(b) is governed by article 137 and enforceability at law

A claim petition under section 446(2)(b) of the Companies Act, 1956 was held to lie only for a claim that is legally enforceable at law, not a dead or stale claim. The court applied article 137 of the Limitation Act, 1963 to such a petition and held that limitation must be tested from the date of the winding-up order, with the benefit of exclusion of time under section 458A of the Companies Act, 1956. On merits, documentary evidence and the ex-director's statement supported the claim for price of goods, rent and return of cylinders, and the findings on liability were affirmed.

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Issues: (i) Whether the claim for the price of goods, rent and return of cylinders was proved on merits; (ii) whether a claim petition under section 446(2)(b) of the Companies Act, 1956 was confined to claims enforceable at law and was governed by article 137 of the Limitation Act, 1963, with the benefit of section 458A of the Companies Act, 1956.

Issue (i): Whether the claim for the price of goods, rent and return of cylinders was proved on merits.

Analysis: The documentary evidence and the statement of the ex-director supported the claim. The evidence established the amount due in respect of the supplied gas and the connected liability regarding the cylinders.

Conclusion: The findings on the merits of the claim were affirmed in favour of the official liquidator.

Issue (ii): Whether a claim petition under section 446(2)(b) of the Companies Act, 1956 was confined to claims enforceable at law and was governed by article 137 of the Limitation Act, 1963, with the benefit of section 458A of the Companies Act, 1956.

Analysis: The expression "any claim" in section 446(2)(b) was construed harmoniously with the scheme of the Act and with analogous winding-up provisions. It was held to mean a claim legally enforceable at law and not a dead or stale claim. The right to invoke the remedy under section 446(2)(b) arose on the passing of the winding-up order, and article 137 applied to such a petition. The claimant was also entitled to exclusion of time under section 458A while computing limitation.

Conclusion: The claim petition under section 446(2)(b) was subject to limitation under article 137 and had to be tested by whether the claim was enforceable at law on the date of the winding-up order.

Final Conclusion: The appeal succeeded only to the extent that the finding on limitation was set aside and the matter was remitted for fresh decision on that issue, while the findings on merits were upheld.

Ratio Decidendi: A claim petition under section 446(2)(b) of the Companies Act, 1956 lies only for a claim that is legally enforceable at law, and such a petition is governed by article 137 of the Limitation Act, 1963, with computation of limitation adjusted by section 458A of the Companies Act, 1956.

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