TaxTMI 
TaxTMI 
2009 (1) TMI 478
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....ed at Plot No. A-28/1 at MIDC, Patalganga Industrial Area was in possession of Kay Packaging (P.) Ltd. By an agreement to lease dated 9-10-1984, Maharashtra Industrial Development Corporation (MIDC), inter alia, agreed to give on lease to Kay Packaging (P.) Ltd., a plot of land bearing Plot No. A-28/1 situated in the Patalganga Industrial Area of MIDC within the village limits of Kaire Taluka and registration Sub-District Khalapur District and registration District Raigad admeasuring 2,650 sq.mtrs. for a term of 95 years with a proviso for granting lease in the usual form of lease in such cases on the terms and conditions mentioned therein. The company thereafter made construction of building and other structure on the said plot of land. 3. By its letter dated 22-5-1985, MIDC granted its permission to the Company to mortgage/charge its right, title and interest under or benefit of the said MIDC agreement in favour of the vendor, namely, SICOM. By an indenture of mortgage dated 30-5-1985 executed by the company in favour of the vendor, namely, SICOM in consideration of amount of Rs. 72 lakhs lent and advanced or agreed to be lent and advanced by the vendor to the company, the com....
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....td. (LNCIPL) as its nominee for purchase of said land and building from the SICOM, which nomination has been accepted by the SICOM and agreed to transfer the said land and building in favour of LNCIPL. Since CLPL have already paid SICOM the full purchase price of Rs. 20,30,000 the possession was handed over to CLPL and, thereafter, sale deed was executed by the SICOM in favour of LNCIPL on 18-8-2006. Prior to the execution of the sale deed the entire shareholding of LNCIPL was purchased by the present applicant. Subsequently, by an order dated 28-9-2005 of the Bombay High Court in Company Petition No. 562/2007 connected with Company Application No. 559/2007, LNCIPL was merged with the applicant-Company. The applicant, thus, holds possession of the property in question from the effective date, i.e., 5-7-2006. 6. Based on these facts, Mr. Parikh has submitted that the applicant is legally entitled to the right, title and interest in the property in question. The Official Liquidator has, therefore, no right to issue notice dated 4-7-2008 asking for the possession of the said property. He has further submitted that the transaction in question was taken place long back and the petiti....
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.... the recommendation for winding up of the Company was presented on 8-6-1990 before the Bombay High Court by BIFR vide its opinion dated 25-4-1990 and subsequently, the said matter was transferred by Bombay High Court to this Court. Hence, the date of commencement of winding up proceedings may be treated as the date of presentation of petition before the Bombay High Court, i.e., 6-6-1990. In this view of the matter, as per the provisions contained in section 531A of the Companies Act, 1956, the transfer of property movable or immovable of the Company in liquidation shall be treated as void against the Liquidator and transaction during the pendency of the winding up petition without any sanction of the Court as invalid unless validated by this Court. He has, therefore, submitted that unless and until the applicant proves alongwith all necessary documents to the satisfaction of this Court in term of section 530A of the Companies Act, 1956 that the transfer of above referred immovable property is made in the ordinary course of business, in good faith and for valuable consideration, this application of the applicant cannot be considered and the same deserves to be rejected. 10. This ....
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....while exercising its powers under section 29 of the State Financial Corporation Act. After more than 17 years the petition was transferred to this Court by the Bombay High Court and it was registered as Company Petition No. 181 of 2007. The said petition was admitted by this Court on 10-12-2007 and the Official Liquidator attached to this Court was appointed as the Provisional Liquidator of the Company. Final winding up order was passed by this Court on 24-11-2008. The question arose before this Court for its consideration as to whether winding up order relates back to the date of the commencement of winding up proceedings and if it is so which is the date of commencement of winding up proceeding - whether the petition filed before the Bombay High Court or whether the petition registered in this Court after it is transferred by the Bombay High Court to this Court. If it is considered that the date of commencement of winding up proceeding is the date on which the petition was registered by the Bombay High Court then all transactions entered into by the company during the pendency of the petition before the Bombay High Court are hit by provisions contained in section 530A (sic) of th....
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.... the workmen's dues will not rank pari passu with the debt due to the secured creditor. As in the case of an order of winding up under section 20(2) of the SICS Act, the winding up commences from the date of the order of winding up, and not the date of presentation of any petition under section 433 for winding up, when a secured creditor effects a sale of the secured assets either by private treaty or by public auction, before an order of winding up, with the permission of the BIFR under section 20(4), there is no need to seek or obtain the leave of the Company Court or associate the Official Liquidator in the sale process. 13. The next question is whether the disposition of the property of the Company in winding up in favour of the applicant by the SICOM without seeking prior permission of this Court would result in any illegality. According to the Official Liquidator, it was not open for the SICOM to sell the properties of the Company without seeking prior permission of this Court. Admittedly, the SICOM has disposed of the properties of the Company in exercise of its rights under the provisions of the State Financial Corporation Act much before the order of winding up is passe....
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....hnology Systems (Karnataka) Ltd. (In Liquidation) (supra ). Once the winding up order is passed it relates back to the date of commencement of the proceedings whether such commencement is on the basis of petition filed by the creditor or it is on the basis of opinion forwarded by BIFR. Once the petition is filed on the opinion is forwarded and it is registered as Company Petition, the winding up proceedings are commenced. Hence, the present winding up proceedings are said to have been commenced in 1990 and the properties of the Company were sold after the commencement of the winding up proceedings and, hence, such transactions are certainly hit by the provisions of section 441(2), read with sections 530 and 530A (sic) of the Companies Act, 1956. 15. The only question now remains whether the properties are sold at the market value. There is nothing on record which shows that the same are not sold at market value. A proper procedure has been followed, advertisement was given, offers were invited and thereafter, the properties were sold at market value by public auction. The Court, therefore, does not find any illegality in the sale of the assets of the Company in liquidation. 1....