TaxTMI 
TaxTMI 
TaxTMI 
2022 (6) TMI 1218
X X X X Extracts X X X X
X X X X Extracts X X X X
....istered office is situated at B-97, Ground Floor, Phase-V, Udyog Vihar, Gurgaon, Haryana-122016. 2.2 It is stated that the object of the company was to render and carry on investment advisory services on investments, financial management, consultancy or any other services for fund & non-funded financial advities, to be provided to the venture capital funds, private equity funds, mutual funds, hedge funds or any other institutional investors) in India and abroad for the purpose of investment of funds from time to time in various form of securities including shares, debentures, bonds, depository receipts, options, derivatives, government securities and in all kinds of financial instruments. Memorandum of Association of the Company, a copy of which is attached as Annexure-A-2 of the petition. 2.3 The Authorized Share Capital of the Applicant Company is Rs.10,00,000/- divided into 1,00,000 (One Lakh) Equity shares of Rs.10/- each. The issued, subscribed and paid-up share capital of the Company is Rs.1,50,000/- divided into 15,000 Equity shares of Rs.10/- each. 2.4 On a perusal of the records, it is found that the applicant company has complied with Section 59(3) of the Code, b....
X X X X Extracts X X X X
X X X X Extracts X X X X
....t the voluntarily liquidation and appointment of liquidator in Form MGT 14 and Form GNL 2 and the same was approved and taken into record by Registrar of Companies, NCT Delhi & Haryana. A copy of Form MGT-14 and Form GNL-2 has been annexed with the petition as Annexure-A-8 and Annexure A-6 respectively. 2.8 In compliance of the Regulation 8(1) (a) and 9 of the Insolvency and Bankruptcy Board of India (Voluntary Liquidation Process) Regulations, 2017 the liquidator had submitted a Preliminary Report dated 18.09.2020 to the members of the applicant company on 18.09.2020. A copy of Preliminary Report has also been annexed with the petition as Annexure-A-14. 2.9 It is stated in the petition that the applicant company has not received any claims as there was no operational and financial creditors of the company, as on the liquidation commencement date. 2.10 It is averred that the liquidator informed the Income Tax Department informing about the voluntary liquidation of the company as well as his appointment as liquidator of the company. The certified copy of No Dues Certificate from the Income Tax Department is annexed with petition as Annexure-A-15. 2.11 In compliance of Re....
X X X X Extracts X X X X
X X X X Extracts X X X X
....ithout prejudice to sub-section (2), voluntary liquidation proceedings of a corporate person registered as a company shall meet the following conditions, namely:- a. a declaration from majority of the directors of the company verified by an affidavit stating thati. they have made a full inquiry into the affairs of the company and they have formed an opinion that either the company has no debt or that it will be able to pay its debts in full from the proceeds of assets to be sold in the voluntary liquidation; and ii. the company is not being liquidated to defraud any person; b. the declaration under sub-clause (a) shall be accompanied with the following documents, namely;- i. audited financial statements and record of business operations of the company for the previous two years or for the period since its incorporation, whichever is later; ii. a report of the valuation of the assets of the company, if any prepared by a registered valuer; c. within four weeks of a declaration under sub-clause (a), there shall bei. a special resolution of the members of the company in a general meeting requiring the company to be liquidated voluntarily and appointing an insolvency prof....
X X X X Extracts X X X X
X X X X Extracts X X X X
....r Section 59 of the Code. 6. It has been mentioned in the petition that the liquidator has not received any claims, therefore, no prejudice and loss will be caused to anyone, if the company is dissolved. In support of the same, the company has duly passed the requisite Special Resolution in its Extra Ordinary General Meeting on 06.08.2020 by confirming the decision of its Board of Directors and proposing for its Voluntary Liquidation. The EOGM had also passed a further resolution to appoint Mr. Sanjay Kumar Jha, Insolvency Professional, having Registration No. IBBI/IPA-002/IP-N00684/2018-19/12031 as Liquidator of the applicant company. 7. From the perusal of the record of the case, it is seen that the Liquidator, after his appointment has duly performed his duties and completed necessary formalities to complete the liquidation process of the applicant company, which has been averred in the present petition and, thus, the liquidator has prayed for an order from this Tribunal to dissolve the applicant company. 8. Since there is no objection received from any angle opposing the proposed voluntary liquidation/dissolution of the company either from the side of the shareholders or fro....