TaxTMI 
TaxTMI 
2020 (12) TMI 867
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....ition in brief are that:- 2.1 The Company viz HMT BEARINGS LIMITED, formerly known as Indo-Nippon Precision Bearings Limited was incorporated under the Companies Act on 21.10.1964. The Authorised Share capital is Rs. 45,00,00,000/- and its paid up capital is Rs. 37,70,90,860/- The Company is subsidiary of HMT Limited, a Government of India Undertaking. It is stated, the main thrust of the Company has been in the direction of import substitution. The Company designs, manufactures and supplies Ball Bearings, cylindrical roller bearings and Taper Roller Bearings. It is further stated, the Company was established in technical collaboration with M/s Koyo Seiko Co. Ltd, Japan. Consequent to change of the name of the Comp....
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....d held on 10.01.2020, the Company resolved to authorise the Managing Director of the Company to take all necessary steps with regard to winding up process of the Company and in the said meeting a resolution was also passed to convene Extraordinary General Meeting of the Company on 11.02.2020. The Company filed the Board Resolution passed in Form MGT-14 with Registrar of Companies, Hyderabad on 07.02.2020. The Board of Directors also pel used the Statement of Affairs of the Company along with declaration of solvency. 2.5 As a sequel to above, the 14th Extraordinary General Body Meeting of Company was convened on 11.02.2020 after issuance of notices to all shareholders of the Company wherein Special Resolution No.01 dated 11.02.2020 ....
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....ems to be incorrect and sought Auditor's certificate and further clarification in this aspect. 3.4 Para 14 (7) (e): RoC (H) has sought supporting documents for waiving Government of India loans to the tune of Rs. 6011 lakhs. 4. We heard the Counsel for Petitioner and perused the records filed in this case and the extant provisions of Companies Act, 2013. The instant Company Petition is filed under Section 271-273 of the Companies Act, 2013 to wind up M/s HMT BEARINGS LIMITED (herein after referred to as Company) on 17.07.2020. It is the case of Counsel for Petitioner that the Company is directed to close down by virtue of the decision taken by Cabinet Committee on Economic Affairs (CCEA) and the Ministry of Heavy....
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....nce of directions, if any, of the concerned authorities. " The Registrar of Companies was intimated by filing MGT-14 on 27.02.2020. Statement of Affairs of the Company as on 15.06.2020 is also filed along with the petition. 5. Per contra, the Registrar of Companies, Hyderabad filed his report which indicates Annual Returns and Balance Sheet up to 31.03.2019 were filed by the Company. The status of the Company as per MCA records is Active Non-Compliant and "Active". However, this Tribunal has been requested to seek clarification as to whether intimation was given to three shareholders and whether the Company has obtained consents. We can direct the Company Liquidator appointed by this to comply with the said observation and file ....
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....stered under the Insolvency & Bankruptcy Code, 2016. We have carefully examined the aspect of appointing Dr. K. Lakshmi Narasimha, IP & Advocate as Liquidator for the Company. However, the person suggested by the Petitioner cannot be considered for Company Liquidator as he has rendered his services as an Advocate for Company and the Bench is apprehensive that it may amount to conflict of interest. In this context, we rely on para 18 of the discussion paper dated 12.05.2019 of Insolvency & Bankruptcy Board of India which is extracted below:- 18. It is proposed to prohibit (i) an IP, his relative and his related parties from acting as an IRP/RP/Liquidator in a process where any of them has rendered professional services in any other capaci....
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....ce in respect of his appointment with the Tribunal as per Section 275 (6) of the Companies Act, 2013. 9.3 The Company Liquidator is directed to complete the process within six (06) months from the date of this order. He shall perform the tasks as specified in CHAPTER XX WINDING UP of Companies Act, 2013. 9.4 The Company Liquidator appointed for the Company, shall within three weeks from the date of this order, make an application to the Tribunal for constitution of a Winding up Committee to assist and monitor the progress of liquidation proceedings by the Company Liquidator in carrying out the function as provided in sub-section (5). 9.5 The directors and other officers of the Company are directed to handover all ....