( 1 ) THIS petition under Sec. 433 (c) and (e) read with Sec. 439 (b) of the Companies act, 1956 (hereinafter referred to as the act) is presented by the petitioner-Syndicate bank, Manipal, having one of its branch Offices at Bangalore. The petitioner will be referred to in the course of this order as the 'bank'. ( 2 ) THE Bank has prayed for the winding up of the 1st respondent-Company - m/s. Printersall (P) Ltd. , (hereinafter referred to as the Company ). Respondents 2, 3, 4, 5 and 6 are the Directors of the company. The Company was duly incorporated under the Indian Companies Act on 10-8-1966 as a private Company with limited liability. The main objects of the company are as follows :"a) To acquire and take over the assets and liabilities of the Partnership firm 'printersall' carrying on business at Bangalore as on 16th June, 1966 and to carry on the business of stationers, printers, lithographers, stereotypers, photographic printers, photolithographers, engravers, die-sinkers, envelope manufacturers, book binders, account book manufacturers, machine rulers, numerical printers, paper-makers, paper bag and account book makers, box makers, cardboard manufacturers, type founders, photographers, manufactuers of and dealers in playing, visiting,festive, complimentary and fancy cards, dealers in parchment, ink manufacturers, book sellers, publishers, paper manufacturers and dealers in the materials used in the manufacture of paper and dealers in or manufacturers of any other articles or things of a'character similar or analogous to the foregoing or any of them connected therewith. (b) To start and carry on the business of printing and publishing books, periodicals, newspapers, magazines and to undertake the work of a publishing house by running book shop, etc. , (c) To carry on the business of manufacture and dealers of inks of every description and also typewriter ribbons and carbon papers and all other things which can be conveniently manufactured or dealt in by persons carrying on the business of printers, stationers and publishers. " ( 3 ) IT is unnecessary to set out the incidental or ancillary objects for which the Company was formed. ( 4 ) THE Bank has granted financial accommodation under the head Other secured Loan bearing No. 2075 at its gandhinagar Branch in the sumof Rs. 5,10,0001 -. This was sanctioned on 13-2-73 and v as renewed on 27-1-1976. " ( 3 ) IT is unnecessary to set out the incidental or ancillary objects for which the Company was formed. ( 4 ) THE Bank has granted financial accommodation under the head Other secured Loan bearing No. 2075 at its gandhinagar Branch in the sumof Rs. 5,10,0001 -. This was sanctioned on 13-2-73 and v as renewed on 27-1-1976. On 15-2-1973 the Bank granted another Secu- red Over-Draft Loan bearing No. SOD- 21700 in the sum of Rs. 1,50,000/-, ( 5 ) IT is alleged by the Bank that the company has not prospered in its business of running a Printing Press at No. 26, crescent Road, High Grounds, Bangalore, in which the Company had acquired leasehold right. It is further alleged that the company has become a defaulter in the matter of the two loans advanced by the bank. It is also alleged that the Company stopped its business in or about November, 1975 and shut-down its premises and the printing press. There was labour trouble and other creditors of the Company started proceedings against it. In these circunstances, the Bank issued a registered notice demanding the amounts due in respect of the two aforementioned loans claiming as on the date of notice a sum of Rs. 11,13,823-86 and Rs. 2,53,674-47. Copies of the notice dated 5-7-1977 were also issued to respondents 2 to 6, the directors of the Company. The notice was served on 8-7-1977 on the Company, a copy of the notice and the postal ack- knowledgement evidencing service of notice are annexed to the petition. After issue of notice, in November, 1975 the Company sold most of its machineries such as Printing press and other accessories together with some other moveables which had been hypothecated to the Bank. The sale was with the consent and active participation of the Bank. The amounts so realised from the sale ,as aforesaid was paid to the Bank by the Company towards its loans. The Bank has now claimed in respect of the secured loan as outstanding on the date of the petition a sum of rs. 7,95,971-90 with future interest thereon at 15 percent per annum and a sum of rs. 3,23,270-15 with future interest thereon at 15 per cent per annum in respect of the over-draft loan. The Bank has now claimed in respect of the secured loan as outstanding on the date of the petition a sum of rs. 7,95,971-90 with future interest thereon at 15 percent per annum and a sum of rs. 3,23,270-15 with future interest thereon at 15 per cent per annum in respect of the over-draft loan. It is asserted for the bank that the Company in spite of the statutory notice issued has failed and neglected to pay the afore-mentioned sums. In these circumstances, the Bank is compelled to file the petition for winding up the Company. ( 6 ) THIS Court ordered notice to the respondents on 2-2-1979. The petition was admitted on 8-6-1979 and citation was ordered in ' Deccan Herald ' in the first instance fixing the date of hearing on 13-7-1979. Subsequently, the date of hearing was, at the request of the Bank, adjourned to 31-8-1979 with a direction that the citation be published on or before 10-8-1979. The citation was duly published in the ' Deccan Herald ' issue of 8th august, 1979 and the same has been filed into Court. ( 7 ) RESPONDENT No. 6 one of the Directors was served in person even before 8-8-1979, but chose to remain absent and unrepresented. Having regard to the fact that the citation was duly published in the deccan Herald nev/spaper the Court felt it unnecessary to order fresh notice to the other Directors and as the respondents did not enter appearance on 31-8-1979 or on subsequent dates, they were placed ex parte on 21st September 1979. On the same date, allowing the application of the Bank, the Official Liquidator was appointed the provisional Liquidator of the Company. ( 8 ) SUBSEQUENTLY, the Bank was directed to deposit a sum of Rs. 500 initially towards the expenses of the provisional liquidator. Thereafter on 16-1-1980 the court was informed that respondent-2 was dead. In the meanwhile, the Official 1 iquidator made a report stating that on preliminary investigation it was discovered that the Company had no assets whatsoever and that no useful purpose would be served in winding up the Company as it would be an empty formality, inasmuch as the question of realising any amounts out of the nil assets of the Company did not arise, much less payment to the secured and unsecured creditors of the Company. In these circumstances, it was submitted for the provisional Liquidator that this court should in its discretion refuse to wind up the Company, as any winding up order made would only result in an additional financial burden to 'the Official liquidator's office without corresponding benefits from the Company's assets to any of the creditors-contributories.- ( 9 ) ON certain queries made by the court the learned Counsel for the Bank admitted that the moveables and machineries of the Company were in fact sold with the consent and the knowledge of the bank by the Company and proceeds credited to the loan accounts of the Company with the Bank. It is also submitted by the learned Counsel for the Br. nk that the company as to the knowledge of the Bank has no other moveable or immoveable asset. Even the lease-hold rights have been relinquished in favour of the landlord pursuant to the decree of eviction obtained by the landlord. This fact is alleged in the petition itself and that the bank had paid the arrears of rent on behalf of the Company and released the moveable assets from attachment. However, the learned Counsel pressed that once it is established to the satisfaction of the Court that the very substratum of the company has disappeared, it would be impossible either to rehabilitate or resurrect the Company particularly when the directors and other shareholders have shown no interest whatsoever in carrying on the business or settling the claims of the Bank and other creditors. He has further contended that having regard to the provision made under Rule 293 of the companies (Court) Rules, 1959, the cost of liquidation incurred by the Official Liquidator would have to be borne by the government of India under the directions of this Court, if any. It is therefore asserted for the Bank that as there is sufficient proof given even on the report of the provisional liquidator that the Company no longer has either a place of business or any substratum in the form of Printing press, machineries etc. , to carry on the business for the purpose for which it was incorporated, it was necessary in public interest to wind up the Company. , to carry on the business for the purpose for which it was incorporated, it was necessary in public interest to wind up the Company. ( 10 ) THE learned Counsel for the Official liquidator has relied upon the decision of the High Court of Madras in the case of Karnawka Vegetable Oils and Refineries Ltd. v. Madras Industrial Investment corpr. ( AIR 1955 Mad 582 .),wherein it was held that the jurisdiction of the Court under S. 433 of the act was a discretionary jurisdiction which need not be exercised at the instance of a single creditor. But in that case the petitioner was a secured creditor and the company whose liquidation was sought had sufficient assets to cover the security and the winding up proceedings- were opposed by the other creditors. Therefore, the case relied upon by the Official liquidator is not an authority for the proposition that on the sole petition of a single creditor, a Company ought not to be wound up. On the other hand, it is well settled law both in England and our country that where the substratum of the company has gone or its only business has become impossible, the Court would consider it just and equitable to wind up such Company ( 11 ) IN these circumatances, the Bank is entitled to succeed in this petition and for a winding up order by this Court. Accordingly, respondent-1 Company shall be wound up and the provisional Liquida tor shall be the Liquidator of the company. ( 12 ) IN the result, this Court directs that the petitioner do advertise the winding up order in the Deccan Herald within 14 days from today The petitioner to serve a certified copy of this order on the Registrar of Companies not later than one month from this date. Respondents 3 to 6 do file statement of affairs with the official Liquidator as required under Sec. 454 of the Act. ( 13 ) THE Official Liquidator shall take all steps to recover the debts and other amounts due to the Company and shall exercise all the powers under the Act and rules thereunder to discharge his duties as Official Liquidator. The Official Liquidator shall also cause a sealed copy of this order to be served on the Company or its directors by pre-paid registered post. It is accordingly ordered. --- *** --- .