BABOO LALL JAIN, J. ( 1 ) THIS application has been made by Ashoka Agencies for the compulsory winding up of M/s. Business Forms Ltd. ( 2 ) THE case of the petitioner is, inter alia, to the effect that pursuant to and in terms of several orders placed by the company on the petitioner, the petitioner from time to time sold and delivered 'paper' to the company on agreed rates as per specification given by the company. Petitioner also raised bills in respect of such supplies on the company. The company accepted such bills without raising any objection with regard thereto, and also made diverse payments in respect of the said 4 bills. After giving due credit for such payment made by the company to the petitioner in respect of the bills raised by the petitioner on the company in order of time a total sum of Rs. 24,32,416 Olp. remained due and payable by the company to the petitioner as on March 31, 1992. The further case of the petitioner is that the company duly accepted the aforesaid and by writing duly acknowledged and admitted its liability to the petitioner in respect of the said sum as will be evident from a communication dated September 21, 1992 addressed by the company to the petitioner. It has also been stated that by the said communication the said company also promised to make payment of the said sum of Rs. 24,32,416. Olp. Thereafter, subsequent to March 31, 1992, pursuant to several orders placed by the company on the petitioner the Company from time to time and up to September, 1993 sold and delivered to the company diverse quantities of papers at agreed rates and as per specification given by the company to the petitioner, The company accepted the said supplies and without raising any objection with regard thereto. Petitioner also raised bills in respect of the said further supplies. Particulars of the said bills are set out in the schedule annexed to the petition, and marked 'b'. The company accepted the said bills without raising any objection with regard thereto. ( 3 ) AS per annexure 'b' the total bills of the petitioner between 15th March, 1992 to 14th September, 1993, came to Rs. 37,18,977. Particulars of the said bills are set out in the schedule annexed to the petition, and marked 'b'. The company accepted the said bills without raising any objection with regard thereto. ( 3 ) AS per annexure 'b' the total bills of the petitioner between 15th March, 1992 to 14th September, 1993, came to Rs. 37,18,977. 00 p. It appears from the schedule of payments made during the period from 21st April, 1992 to 29th June, 1993 and thereafter, and taking into account a credit note of about Rs. 98,000. 00 p. for the goods returned, that a total sum of Rs. 44,12,745. 95 p. was paid by the company and/or was credited to the company. ( 4 ) THE first supply invoice after 31st March, 1992, was on 15th May, 1992 and the further invoices were submitted thereafter. However, from the schedule of payments it appears that up to 14th May, 1992 the company paid to the petitioning creditor about Rs. 8,17,032,00 p. ( 5 ) THESE payments were made by the company between 21st of April, 1992 and 14th of May, 1992 which payments were apparently made before the first invoice was submitted on behalf of the first supply after 31st of March, 1992. Presumably, these payments must be on account of the duel which were already there in existence prior to 15th of May, 1992, when the first invoice was submitted after 31st of March, 1992. The total invoices submitted on/or after 15th of May, 1992 came to Rs. 37,18,975. 00 p whereas the total payments including the credit note for goods returned came to Rs. 44,12,745. 95 p. This shows that about Rs. 7,00,000. 00 p were paid in excess of the supplies made between 15th of May, 1992 onwards. ( 6 ) ACCORDING to the petitioner, after taking into account the amount due as on 31st of March, 1992 and the supplies made thereafter and after taking into account the payments made and/or the credit note for the goods returned a balance sum of Rs. 17,38,647. 95 p. remained due and payable on account of the principal amount due for goods supplied. 17,38,647. 95 p. remained due and payable on account of the principal amount due for goods supplied. The petitioner is claiming interest at the rate of 24 per cent per annum calculated on and from the expiry of 60 days of the receipt of the bills and it is alleged by the petitioner that interest was agreed by and between the petitioner and the company. The petitioner has also claimed that the agreement to supply the sales tax declaration forms to the petitioner by reason whereof sales tax was to be attracted at the rate of 2 per cent of the bill amount. ( 7 ) ACCORDING to the petitioner it was agreed that in default of supplying sales tax declaration forms the company would be liable to make payments of the balance sales tax in respect of the said bills being @ 6. 9 per cent of the respective bill amount. The petitioner has, thus, claimed a sum of Rs. 17,38,647. 95 p. on account of principal and a sum of Rs. 8,35,685. 00 p. on account of interest and an amount in lieu of sales tax declaration forms amounting to Rupees 1,29,934. 00 p. The petitioner served a statutory notice making a demand and no reply was sent to the same. 5 ( 8 ) AN affidavit in opposition was affirmed by one Pratap Kumar Chakraborty on 6th of May, 1994. In the said Affidavit in Opposition it has, inter alia, been stated as follows :"although certain bills have indeed been raised by the petitioner, such bills, in fact, bear no nexus to the transactions dealt with in the petition and neither such bills nor any other bills were accepted by the said company without any objection and/or demur and/or protest. It is emphatically denied that in respect of the said bills or in respect of any other bills a sum of Rs. 24,32,416. 06 p. became due and payable by the said company to the petitioner. It is further denied that the said company accepted the aforesaid or acknowledged or admitted its liability to the petitioner in respect of the sum or that such admission or acknowledgment is evident from the communication dated 21st September, 1992. The said purported communication dated 21st September, 1992 is a totally manufactured document and has been fabricated only in order to prop up the petitioning creditor's false and mala fide claims. The said purported communication dated 21st September, 1992 is a totally manufactured document and has been fabricated only in order to prop up the petitioning creditor's false and mala fide claims. A perusal of the said communication will reveal that although it is dated 21st September, 1992, the endorsement of receipt shows it to have been received on the 10th of March, 1994. The said communication had been addressed by one Pravesh Kumar who is no longer in the employment of the said company but is at the moment working for and hand-in-glove with the petitioning creditor for pecuniary reward and is with obviously ulterior motives helping the petitioning creditor by fabrication of such documents as has been annexed to the petition and marked with the letter 'a' therein". ( 9 ) IN the said affidavit in opposition the company has sought to deny that any supplies were made after 31st of March, 1992 but while dealing with the payments as mentioned in the petition, in the said affidavit in opposition it has been stated that the company made payments of not only a sum of Rupees 4,13,745. 9 p. acknowledged in the said paragraph but of some greater amount than that which has been duly acknowledged therein. The company also denied that it was agreed that in respect of the said supply sales tax declaration forms will be supplied to the petitioner or that by reason thereof the sales tax at the rate of 2 per cent of the bill amount could be charged or that in default thereof the company would be liable to make payments of the balance sales tax being 6. 9 per cent of the respective bill amount. ( 10 ) THEREAFTER an affidavit in reply was affirmed by one Lakshman Das Ladha affirmed on 21st of May, 1994 which inter alia shows that Mr. Pravesh Kumar was a signatory to the letter written on behalf of the company being a letter dated August 24, 1992 and he signed in his capacity as business Manager. The said letter was relied on by the company in the affidavit in opposition. The company thereafter caused a supplementary affidavit to be affirmed by one Pratap Kumar Chakraborty on 20th of April, 1995 and the same was filed with the leave of the Court. The said letter was relied on by the company in the affidavit in opposition. The company thereafter caused a supplementary affidavit to be affirmed by one Pratap Kumar Chakraborty on 20th of April, 1995 and the same was filed with the leave of the Court. In the said supplementary affidavit it is, inter alia, stated that annexure 'b' to the said petition contained tabulation, inter alia, several successive invoices purportedly raised between 15th of May, 1992 and 14th of September, 1992 aggregating to Rupees 37,18,797. 00p. It was stated that the petitioner has neither produced copies of the said several invoices nor corroborated particulars of the tabulation therein. The said deponent on behalf of the company said that amongst several other invoices tabulated therein one such invoice dated 31-8-1992 bearing No. AAB/039/92-93 has been asserted to be an invoice whereby a sum of Rupees 2,44,997. 00p. has been demanded from the said company. The deponent submitted that from a perusal of the original bill it appears that the bill of Rs. 2,44,997. 00p, was, in fact, paid on Rs. 1,55,996. 00p. upon and after due reconciliation of the accounts. A copy of the said invoice has been annexed to the said supplementary affidavit. From the said copy it appears that the bill was for Rupees 2,44,993. 02 p. but certain handwritings had been made in the said Bill showing a deduction therefrom of Rs. 89,027. 00p. The deponent has not said anything with regard to the said handwritings as to when and how and by whom the said handwritings have been put and as to how and on what account could any deduction be made in the Bill of the 6 petitioner. No correspondence has been annexed nor any grounds have been stated for the alleged deduction in the Bill. Leave was given to the petitioner to file a further supplementary affidavit in reply to the supplementary affidavit. In the said reply copies of the bills showing the details of the supplies have been annexed to the said reply. From some of the Bills it appears that the company even signed documents relating to the bills accepting to pay the bill amount to the bankers of the petitioner. In the said reply copies of the bills showing the details of the supplies have been annexed to the said reply. From some of the Bills it appears that the company even signed documents relating to the bills accepting to pay the bill amount to the bankers of the petitioner. For example, in case of Bill No. AAB/009/92-93 dated 26-592 the company signed a document drawn by the petitioning creditor dated 26-5-92 requiring the company to pay a sum of Rupees 1,18,061,00 p. for the value of paper supplied vide their invoice No. AAB/009/92-93 dated 26-5-92, Such documents have been signed in respect of several bills. The annexures also show that the company did supply the Sales Tax Declaration Forms to the petitioning creditor in respect of some of the Bills. There is also a letter dated 24-12-93 written by the company to the petitioning creditor wherein the company has given the details of the Bills against which the petitioner was entitled to receive 'c' forms from the company. In the said letter a list of about 13 Bills is given ranging between the period of 15-5-92 to 27-7-93 for which the 'c' forms were on that date outstanding even according to the company. ( 11 ) MR. Ranjan Deb, the learned counsel appearing on behalf of the company mainly laid stress on the point that the document dated 21-9-92 amounted at best to an acknowledgment and not to a promise. He submitted that it is possible that the said acknowledgment was for a time barred debt and as such the same could not create any cause of action. No such point of limitation has been taken in the affidavit in opposition. ( 12 ) THE language of the said document which has been written by Business Forms Ltd. , i. e. the company to the petitioning creditor is as follows :"re : Confirmation of Accountdear Sir, This is with reference to your letter dt. 30th June 92. We hereby confirm that our Books of Account show a credit Balance of Rs. 24,32,416. 01 p. payable by us as on 31-3-1992 in your account. " ( 13 ) MR. Deb relied on the case reported in AIR 1933 Cal 658 (Satyakel Dutt v. Romesh Chunder Sen ). That was a case where the party had executed a promissory note which became time barred. 24,32,416. 01 p. payable by us as on 31-3-1992 in your account. " ( 13 ) MR. Deb relied on the case reported in AIR 1933 Cal 658 (Satyakel Dutt v. Romesh Chunder Sen ). That was a case where the party had executed a promissory note which became time barred. Thereafter, he wrote a letter stating that he had been expecting the promise for sometime and that he was quite willing to renew the note and invited the promise to come and see him with the note. Thereafter the actual renewal of the promissory note was not done. In the facts of that case the Court was of the opinion that there was no fresh promise nor fresh contract and that the letter written was not sufficient to be interpreted as a promise. However, Justice Buckland referred to the case of Spencer v. Hemmerde reported in (1922) 2 AC 507 wherein it was held as follows :"if there is an acknowledgment in writing which satisfies the Act (9 Geo. 4, C. 14) there arises by implication of law a promise by the debtor to pay the debt (Per Lord Wrenbury at p. 537 ). "justice Buckland in the said case further held as follows :"if that passage correctly expresses the law in this country application of the principles of English law is excluded. In considering the question independently of the authorities I must confess to difficulty in appreciating, why, if a promise to pay may be inferred from an acknowledgment according to the principles of England law, a promise sufficient to satisfy S. 25 (3), which does not in terms state that the promise should be express may not equally well be inferred from an acknowledgment. In cases of acknowledgments under 9 Geo. 4, C. 14 and S. 19, Limitation Act, and under S. 25 (3) a Writing signed by the debtor is an essential requirement and furnishes no ground for making a distinction. I agree however that to adopt such a rule would be to ignore the opening words of S. 19 and would apart from the terms of Expl. 4, C. 14 and S. 19, Limitation Act, and under S. 25 (3) a Writing signed by the debtor is an essential requirement and furnishes no ground for making a distinction. I agree however that to adopt such a rule would be to ignore the opening words of S. 19 and would apart from the terms of Expl. 1 to S. 19 bring all cases within the scope of S. 25 (3) which cannot have been the intention of the legislature 7 The point is one of very great interest and had it not been for the decisions of the other High Courts I should have been disposed to take the view as stated by Sir Frederick Pollock in his well-known work (Indian Contract Act, Edn. 5p. 197) that S. 25 (3) reproduces modern English law and that the English rule should be applied. But sitting singly as a Judge of first instance though I am not bound by such decisions I should not feel justified in preferring such a view to one which is so amply supported by authority. " ( 14 ) ON the other hand, Mr. S. N. Mukherjee, the learned counsel on behalf of the petitioning creditor relied on the case reported in (1906) 33 Ind App 165 (Maniram v. Seth Bupchand ). In the said case the Privy Council held as f'ollows :"their Lordships can see no reason for drawing any distinction in this respect between the English and the Indian Law. The question is whether a given state of circumstances falls within the natural meaning of a word which is not a word of art, but an ordinary word of the English language, and this question is clear of any extraneous complications imposed by the statute law of either England or India. In case of very great weight, the authority of which has never been called in question, Mellish L. J. laid it down that an acknowledgment to take the case out of the Statute of Limitations must be either one from which an absolute promise to pay can be inferred or, secondly, an unconditional promise to pay the specific debt, or, thirdly, there must be a conditional promise to pay the debt and evidence that the condition has been performed: In re River Steamer Co. , Mitchell's Claim. , Mitchell's Claim. (I) An unconditional acknowledgment has always been held to imply I promise to pay, because that is the natural inference if nothing is said to the contrary. It is what every honest man would mean to do. There can be no reason for giving a different meaning to an acknowledgment that there is a right to have the accounts settled, and no qualification of the natural inference that whoever is the creditor shall be paid when the condition is performed by the ascertainment of a balance in favour of the claimant. It is a case of the third proposition of Mellish L. J. , a conditional promise to pay and the condition performed. "the learned counsel for the petitioner also relied on the Full Bench Judgment of Lahore High Court reported in AIR 193x 1. ahore 234 (Shanti Parkash v. Harnam Das ). In the said case the Full Bench of the Lahore High Court held as follows :again, I may say that if the matter were res integra, the contention would weigh considerably with me and I would be inclined to give effect to it; but the matters is not res integra. A1ong course of rulings has held, not only on the question of interest butt. where the words used amount to the words "is payable" or "to be paid" or "to be taken" or "to be given" "baqidena" "baqilena" etc. almost invariably that such words amount to a promise to pay within the meaning of S. 25 (3), Contract Act. So far as interest is concerned, there is no ruling in this Court to thc contrary, no ruling of any other High Court to my knowledge to the contrary. In these circumstances, it seems to me that it is too late in the day now to urge that these words should not be held to fall within the purview of S. 25 (3), Contract Act. After all, people have entered into contracts and have forborne to sue on the strength of these rulings as reported in various reports and it would upset matters greatly if now it were held that these acknowledgments were useless or that no suit would lie on the basis of these acknowledgments because they did not fall within the purview of S. 25 (3) Contract Act. With some reluctance there fore, I come to the conclusion that the words in this case must be held to a promise to pay within the meaning of S. 25 (3 ). Contract Act and I would hold accordingly. Mr. Deb's argument was that if the sum of Rs. 24,32,416. 01 p. as shown in the document dated 21-9-92 is held to be a mere acknowledgment and not as a promise then the Court should proceed on the basis that it was an acknowledgment for a timid barred debt and if that amount is taken out then the entire principle claim of Rs. 17lakhs is wiped out in 8 view of the admitted supplies and the admitted payments since the payments are about Rs. 7 lakh more than the supply during the period after 31-3. 92, No such case has been made out in the affidavit in opposition that the acknowledgment was or is for a time barred debt. This is a question of fact which must be alleged and proved. Furthermore the supplementary affidavit on behalf of the petitioning creditor shows that there were continuous and running transactions There can't in my opinion be any presumption that the acknowledgment is for a time barred debt. Furthermore in my opinion, this document dated 21-9-92 clearly uses the words "confirmation of Account" and also uses that words "payable by us". In my view and taking into account the aforesaid Lahore Full Bench decision and even the English view and the observations of the Privy council that there is no difference in English law and the Indian Law, in my opinion, the said document dated 21-9-92 amounts to a promise to pay and there is no question of holding that the sum of Rs. 24,32,416. 01p. was acknowledgment only for a time barred debt or that the document is a mere acknowledgment of a time barred debt. Furthermore a confirmation of account even amounts in my opinion to an account stated since what is asked for is confirmed. ( 15 ) EVEN apart from that it appears from the statement annexed to the said further affidavit-in-reply that during the year 1991-92 supplies were being made and part payments were also being made right up to 31-3-92. Cheque was given for Rs. 75,000. ( 15 ) EVEN apart from that it appears from the statement annexed to the said further affidavit-in-reply that during the year 1991-92 supplies were being made and part payments were also being made right up to 31-3-92. Cheque was given for Rs. 75,000. 00 p, on 4-4-9l and four cheques were given on 31-3-92 and several payments were made during the period in between. ( 16 ) I am unable to accept that the amount shown in the letter dated 21-9-92 was a time barred debt or that the admission made in the letter has been sought to be explained on behalf of the company, or that there was no promise to pay as has been submitted on behalf of the company. I am also unable to accept that Parvesh Kumar was not authorised to sign the said letter. The said Parvesh Kumar at the relevant time was the business Manager of the company and even the signatory to the cheques. ( 17 ) IN my opinion the company has no defence to the claim of the petitioner for the principal amount of the claim whatsoever and the entire defence is mala fide and has been intended to delay the realisation of the claim of the petitioning creditor. Furthermore, the company has not even stated that their Books of Account do not show that the said sum of Rs. 24,32,416. 01p. was due and payable by the company to the petitioning creditor. ( 18 ) SO far as interest is concerned, no agreement in writing has been produced before me and I am of the view that interest at the rate of 12% per annum may be allowed to the petitioning creditor in the facts and circumstances of the case. so far as the supply of Sales Tax Declaration Forms are concerned, if the company supplies the Sales Tax declaration Forms within a period of one month from today then the petitioner will not be entitled to claim any amount on account of Sales Tax Declaration Forms but if no Sales Tax Declaration Forms are supplied within a period of one month then the company will also pay an additional sum of Rupees 1,20,934. 00p. , on account of Sales tax. In my opinion, the company has no bona tide defence to the claim of the petitioner. ( 19 ) THE company petition is, therefore, admitted. 00p. , on account of Sales tax. In my opinion, the company has no bona tide defence to the claim of the petitioner. ( 19 ) THE company petition is, therefore, admitted. There will be directions for advertisement once in the'statesman', once in 'aajkal'and once in 'jansatta'. Publication in the Calcutta Gazette is dispensed with. The petition is made returnable on 13-11-95. No advertisement is to be published until 8 weeks from date. If the company, in the meantime, pays a sum of Rs. 17,38,647. 00p. calculated with interest thereon at the rate of 12% from the expiry of 60 days from the respective dates of the respective bills which last in order of time covering the aforesaid amount mentioned in Annexure'b'to the petition and also supplies the Sales Tax Declaration Forms as mentioned in annexures to the petition within the said period of two months or in default of supply of Sales Tax Declaration Forms pays an additional sum of Rs. 1,20,934. 00p. on account of Sales Tax in addition to the aforesaid principal amount and interest then 9 and in that event the application for winding up will remain permanently stayed. In default of payment of any part of the aforesaid claims of the petitioner and / or in default of supply of Sales Tax Declaration Forms or payment of the aforesaid sum in lieu of Declaration Forms, on account of Sales Tax within the period of 8 weeks from today, the petitioner will be entitled to proceed with the advertisement and the application will appear in the list on the returnable date as aforesaid. ( 20 ) ALL parties concerned are to act on a signed copy of this dictated order on the usual undertaking. Petition allowed. .