Madras High Court
Thiagarajar Mills Pvt. Ltd vs Vtx Industries Ltd on 23 June, 2014
Author: R.Sudhakar
Bench: R.Sudhakar
IN THE HIGH COURT OF JUDICATURE AT MADRAS DATE : 23.06.2014 CORAM THE HONOURABLE MR. JUSTICE R.SUDHAKAR C.P. NO. 151 OF 2013 Thiagarajar Mills Pvt. Ltd. Kappalur, Madurai 625 008 Tamil Nadu, rep. By Mr.V.Santosh Authorised Signatory .. Petitioner - Vs - VTX Industries Ltd. 2/185, Palladam Road Puliampatti (Via) Pollachi 642 002 Tamil Nadu. .. Respondent Petition filed under Section 433 (e) & (f) and 434 r/w Section 439 of the Companies Act, for winding up the respondent company. For Petitioners : Mr. Harishankar Mani For Respondents : No Appearance ORDER
The petitioner is a company engaged in the business of manufacture and sale of yarn and fabrics. The respondent is a textile company carrying on business in cotton spinning, dyers, dealing in spinning work, weaving and also bying and sale of cotton, yarn and other textile materials.
2. The case of the petitioner company is that during the transaction period from 2010 onwards, the petitioner supplied yarn and fabric to the respondent. For the transaction that took place between 2010-2012, the total liability of the respondent was around Rs.12 Crores. However, after some payment was made by the respondent, the balance that remains unpaid for the period ending 31.3.2013 was Rs.5,79,45,230.25 (Rupees Five Crores Seventy Nine Lakhs Forty Five Thousand Two Hundred and Thirty and Paise Twenty Five only). Service of notice under Section 434 of the Companies Act was issued on 31.1.13, demanding the aforesaid payment. A reply was received from the respondent on 18.2.13, denying liability. Therefore, the petitioner company was forced to file the present petition.
3. Heard the learned counsel appearing for the petitioner. Though the respondent is represented by counsel, however, there is no appearance for the respondent.
4. This Court has perused the materials provided with the typed set of papers. It is to be noticed that even as per the petitioner's claim, the respondent, accepting his liability, entered into an agreement on 30.6.12 to make payment and issued cheques and those cheques appear to have bounced and the liability stood unpaid, thereby, forcing the petitioner to move the Company Court. Accordingly, the case was admitted on 6.9.13, at which time, this Court had observed that the reply to the notice was found to be vague.
5. A counter affidavit has been filed wherein the respondent has taken a stand that restructuring of the company is under way and that the respondent is hopeful that it would be in a position to repay its dues to the petitioner from April, 2015, in monthly installments. Though such a stand is taken in the counter, no payments since April, 2014 has been made to the petitioner. This clearly shows that the intention of the respondent appears to be one of delaying tactics, which is evident from the various court proceedings in C.A. Nos.1042 and 1043 of 2013 and other connected matters. It is also the case of the petitioner that the balance sheet of the respondent company does not show that the company is capable of discharging the business liability. Therefore, a clear case of inability to pay is made out by the petitioner and, therefore, this Court has no hesitation in holding that the respondent company is unable to pay its debts in a commercial transaction on a running account for the goods sold and delivered having admitted the substantial liability and not having honoured the commitment. Accordingly, the respondent company is directed to be wound up and the Official Liquidator, High Court, Madras is directed to take charge of the assets of the respondent company. The Ex-Directors of the respondent company are directed to file their statement of affairs before the Official Liquidator within a period of 21 days. The petitioner shall deposit a sum of Rs.20,000/- (Rupees Twenty Thousand only) towards initial expenses before the Official Liquidator in this matter and shall take all further appropriate steps in accordance with law.
23.06.2014
Index : Yes/No
Internet : Yes/No
GLN
R.SUDHAKAR, J.
GLN
C.P. NO. 151 OF 2013
23.06.2014