TaxTMI 
TaxTMI 
2020 (10) TMI 125
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....tly undertake ventures to buy and sell properties in the state of Goa. SUBMISSIONS BY THE PETITIONER 3. The Respondent is the Official Liquidator of M/s Gaon Wonderland Properties Private Limited (Company) appointed by the Hon'ble High Court of Bombay vide its order dated 19.06.2018. by the aforesaid order of the Hon'ble Bombay High Court, the Respondent has all the powers under the provisions of the Companies Act, 1956 to take charge of the assets of the Company and to conduct its affairs in the course of its winding up. The Company prior to going into liquidation was engaged in the business of properties and real estate in the State of Goa. 4. In the month of October, 2006 the Company in the course of its business transaction appointed the Petitioners, as its agents for negotiating the purchase of a property called "MONTERALEM" (the suit property) situated at S. No. 106/1 of Village Bambolim, Tiswadi Taluka, Ilhas - Goa admeasuring approx. 34,775 sq. mtrs. The obligation of the Petitioner's as agent of the Company was to convince the title holders of the suit property to convey the property to the Company and further to make title of the property clear and marketable. ....
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....ompany appointed Official Liquidator, High Court as Liquidator for the Company with all powers under the provisions of the Companies Act, 1956 and to take charge of the assets of the Company and to conduct its affairs in the course of its winding up and to distribute the same in accordance with law. 11. In view of the Hon'ble High Court's aforesaid order the Official Liquidator has taken over the charge of the Company and is in the process of winding up the assets of the Company and distribute amongst its creditors. The Petitioner's have a valid claim against the Company and therefore it is absolutely essential that the suit filed by the Petitioners against the Company before the Court of Civil Judge Senior Division at Panaji having Special Civil Suit No. 44 of 2008 be continued to be tried and decided on merits. 12. The said suit in pending trial at the stage of Evidence and the Petitioner's are likely to succeed on merits if the said suit is allowed to be continued against the Company. That the grant of leave to continue the said suit against the Company will not in any manner hamper the winding up process of the Company neither it shall create scrambling of the assets belo....
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....ected to make Official Liquidator as party in the present Special Civil Suit No. 44 of 2008 and to obtain leave under Section 446 of the Companies Act, 1956. d. The Official Liquidator surprised by receiving notice of the present Company Petition and submit that the plaintiff moved the Company Petition before the Hon'ble NCLT, Mumbai. It is pertinent to note that M/s Gaon Wonderland Properties Private Limited was ordered to be wound up by the Hon'ble High Court, Bombay Bench at Goa under the Companies Act, 1956 and not under the Companies Act, 2013 therefore the Jurisdiction of Hon'ble High Court, Bombay at Goa comes into force and not Hon'ble NCLT, Mumbai. e. Since the Company M/s Gaon Wonderland properties Private Limited was ordered to be wound up and the Official Liquidator attached to the Hon'ble High Court, Bombay Bench at Goa has been appointed as a liquidator for the Respondent Company, the plaintiff should have been made Official Liquidator a party in the Special Civil Suit. Further since Company is under winding up, the plaintiff pursuant to the provisions of Section 446 of the Companies Act, 1956 has to take the leave of the Hon'ble High Court, Bombay B....
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....) Rules, 1959 shall be transferred to the Bench of the Tribunal exercising territorial jurisdiction and such petitions shall be treated as petitions under the provisions of the Companies Act, 2013 (18 of 2013)." 18. It is important to refer to Section 279 of Companies Act 2013 which refer to "Stay of suits, etc., on winding up order - " Sec. 279: Stay of suits on winding up order (1) When a winding up order has been passed or a provisional liquidator has been appointed, no suit or other legal proceeding shall be commenced, or if pending at the date of the winding up order, shall be proceeded with, by or against the company, except with the leave of the Tribunal and subject to such terms as the Tribunal may impose: Provided that any application to the Tribunal seeking leave under this section shall be disposed of by the Tribunal within sixty days. (2) Nothing in sub-section (1) shall apply to any proceeding pending in appeal before the Supreme Court or a High Court. 19. The interpretation of the Bench is that in the Company Petition No. 24/2012 an Order was passed by the Hon'ble High Court of Bombay, Bench at Goa appointing a Liquidator and initiating the....