SHYAMAL KUMAR SEN, J. ( 1 ) THIS is an application for setting aside the sale already confirmed by order dated July 21, 1995. The facts involved in this application, inter alia, are that by an order dated September 4, 1992, passed by this court Kolay Iron and Steel Co. Ltd. was directed to be wound up and the official liquidator was appointed as liquidator thereof. ( 2 ) IN terms of the said order dated September 4, 1992, the representatives of the official liquidator along with the representatives of the secured creditors, i. e. , United Bank of India, Allahabad Bank and West Bengal Financial Corporation went to the factory premises of the said company (in liquidation) on September 18, 1992, for the purpose of taking over possession of the assets of the said company (in liquidation) but could not take over possession on that day. Again, on September 21, 1992, the representatives of the secured creditors went to the factory of the said company (in liquidation) and made inventory of the properties. ( 3 ) IN a letter for direction dated April 16, 1992, filed by the official liquidator for appointment of a valuer, on or about June 4, 1993, this court was pleased to direct the secured creditors to pay a sum of Rs. 10,000 towards the cost of the valuation report and for advertisement of the sale and accordingly the official liquidator by his letter dated July 16, 1993, requested all the secured creditors to send him a sum of Rs. 10,000 towards the cost of valuation and advertisement for sale. ( 4 ) BY an order dated August 20, 1993, Ajay Nath Ray, J. was pleased to appoint A. K. Dey of 33, Brabourne Road, Calcutta 1, valuer, for making valuation of the assets of the said company (in liquidation) and to file his report within six weeks from that date. ( 5 ) BY an order dated July 22, 1994, Baboolall Jain J. , as he then was, was pleased to appoint Mr. Bhaskar Sen, engineer and valuer, in place and instead of A. K. Dey for the purpose of making valuation of the assets of the said company (in liquidation) with a direction to the valuer to file his report within six weeks from the date of order. Bhaskar Sen, engineer and valuer, in place and instead of A. K. Dey for the purpose of making valuation of the assets of the said company (in liquidation) with a direction to the valuer to file his report within six weeks from the date of order. ( 6 ) ON March 11, 1994, Ajay Nath Ray J. extended the time to file the valuer's report by eight weeks. ( 7 ) ON May 6, 1994, Baboolall Jain J. , as he then was, extended the time to file the valuer's report by a further eight weeks. ( 8 ) ON March 6, 1995, the valuation report was submitted. ( 9 ) ON March 30, 1995, Baboolall Jain J. , as he then was, passed an order directing advertisement of sale notice and directed the matter to appear as "for sale" on May 5, 1995. ( 10 ) ON April 20, 22, 1995, advertisements were published. No separate communication has been made with Allahabad Bank. Under Clause 11 of the terms of sale, the power of the court to set aside the sale even after confirmation and payment of purchase consideration was expressly reserved. ( 11 ) IN terms of the said order dated March 30, 1995, the official liquidator published the sale notice once in Aajkal, once in The Telegraph and once in the Jansatta. ( 12 ) ON or about May 12, 1995, the sale of the assets and properties of the said company (in liquidation) came up for hearing before B. L. Jain J. , as he then was, when the court was pleased to cancel the sale in view of the facts that there were only two valid offers which were not backed by any pay order or bank draft and the price offered was too low in comparison to the valuation made by the valuer. By the said order the official liquidator was directed to seek further direction for advertisement of wider scale and for, this purpose the court directed the official liquidator to write to the secured creditor to obtain their views in the matter. The court directed the official liquidator to take out a letter for directions by June 6, 1995, and seek directions for fresh advertisement by fixing a fresh date for sale. The court directed the official liquidator to take out a letter for directions by June 6, 1995, and seek directions for fresh advertisement by fixing a fresh date for sale. ( 13 ) PURSUANT to the said order dated May 12, 1995, on or about May 25, 1995, a notice was issued to all the secured creditors requesting them to attend the meeting of the official liquidator on May 30, 1995, at this office with regard to discussion of the agenda as contained in the said letter. ( 14 ) PURSUANT to the said notice dated May 25, 1995, a joint meeting was held on May 30, 1995, between the secured creditors and the official liquidator in which the representatives of the West Bengal Financial Corporation and United Bank of India were present. It is pertinent to note that in spite of such notice, no one was present on behalf of Allahabad Bank, one of the secured creditors. ( 15 ) ON June 1, 1995, the official liquidator by his letter sent the copy of the said minutes of the meeting dated May 30, 1995, the court's order dated May 12, 1995, and the inventory list made by the valuer to all the secured creditors of the said company (in liquidation ). ( 16 ) ON June 8, 1995, the letter for directions filed by the official liquidator came up for hearing, in which the court directed the official liquidator to issue advertisements for sale of the assets of the said company (in liquidation) in three newspapers of Calcutta, one newspaper in the Delhi edition and one newspaper in the Bombay edition, with a direction to the secured creditors to give funds to the official liquidator within a fortnight from the date of the order and the date for sale was fixed by this court on June 21, 1995. Leave was also given to the official liquidator to obtain money from the official liquidator's establishment charges account until he receives the amount in terms of the order from the secured creditors. ( 17 ) PURSUANT to the said order dated June 8, 1995, the official liquidator published the sale notice in three newspapers of Calcutta edition, one newspaper in Delhi edition and one newspaper in Bombay edition. ( 18 ) ON June 28, 1995, advertisement for the sale was published. No particular notice was given to the Allahabad Bank. ( 17 ) PURSUANT to the said order dated June 8, 1995, the official liquidator published the sale notice in three newspapers of Calcutta edition, one newspaper in Delhi edition and one newspaper in Bombay edition. ( 18 ) ON June 28, 1995, advertisement for the sale was published. No particular notice was given to the Allahabad Bank. ( 19 ) ON July 21, 1995, the company (in liquidation) was sold to Naffar Chandra Jute Mills for a price of Rs. 65,00,000. B. L. Jain J. , as he then was, by his order confirmed such sale. ( 20 ) ON July 25, 1995, the official liquidator wrote to Allahabad Bank stating therein that Rs. 11,377 is to be paid towards the costs of advertisement in terms of the order dated June 8, 1995. It is contended on behalf of the petitioner that the fact that sale has already taken place has not been disclosed to the petitioner in the said letter. ( 21 ) ON July 27, 1995, Allahabad Bank paid the money as required by the official liquidator. ( 22 ) ON September 22, 1995, on behalf of Naffar Chandra Jute Mills Ltd. , the sale matter was mentioned when the official liquidator was directed to take necessary police help if so required, for the purpose of making over possession. ( 23 ) BY a letter dated October 10, 1995, the official liquidator informed all the secured creditors that since the purchaser has paid the entire consideration of sale, possession of all the assets and properties of the said company (in liquidation) would be handed over to the successful purchaser on October 26, 1995. ( 24 ) ON October 24, 1995, one of the secured creditors, Allahabad Bank moved an application for setting aside the sale of movable and immovable assets of the said company (in liquidation) before the vacation Bench without any notice to the official liquidator when B. L. Jain J. as he then was, directed the matter to appear on October 26, 1995, before the regular Bench. ( 25 ) SINCE the regular Bench was not sitting on October 26. 1995, the determination of the regular company court was assigned to Mrs. Ruma Pal. J. , for October 26, 27, 1995. ( 25 ) SINCE the regular Bench was not sitting on October 26. 1995, the determination of the regular company court was assigned to Mrs. Ruma Pal. J. , for October 26, 27, 1995. ( 26 ) BY a letter dated October 26, 1995, the learned advocate for Allahabad Bank intimated the official liquidator and the advocate-on-record for the purchaser that the application of Allahabad Bank, which was moved on October 24, 1995, before the vacation Bench will be moved on October 27, 1995, before Mrs. Ruma Pal J. and requested to maintain status quo and not to deliver possession of the assets and not to give any effect to the letter of the official liquidator dated October 10, 1995. ( 27 ) THE copy of the affidavit and the copy of the judge's summons of Allahabad Bank was served by the advocate-on-record for Allahabad Bank to the official liquidator on October 26, 1995, but the official liquidator could not stay his hands as his representatives had as pre-arranged left the office premises prior to receiving that letter. ( 28 ) ON or about October 27, 1995, the said application was moved on behalf of the Allahabad Bank before Mrs. Ruma Pal J. when the official liquidator submitted that in terms of the order dated July 21, 1995, the official liquidator upon receiving the entire consideration of sale from the purchaser, handed over the assets and properties of the said company (in liquidation) to the purchaser. ( 29 ) ON November 27, 28, 1995, the matter was heard by me. Several allegations have been made by the petitioner in this application on the basis of which prayer has been made for setting aside the sale. ( 30 ) THE main allegations in the instant application against the official liquidator are that though the official liquidator asked the bank to pay the cost of security guards, cost of advertisement, etc. Several allegations have been made by the petitioner in this application on the basis of which prayer has been made for setting aside the sale. ( 30 ) THE main allegations in the instant application against the official liquidator are that though the official liquidator asked the bank to pay the cost of security guards, cost of advertisement, etc. , the sale was conducted by the official liquidator without giving any notice and/or any valid notice to the applicant and the official liquidator has failed to perform his obligations and/or statutory duty in accordance with the orders of this court by which the court was pleased to direct the official liquidator to take the view of the secured creditors before making fresh advertisements and before fixing a fresh date of sale and the official liquidator had omitted to mention the reserve price of the assets in the advertisements published earlier and also committed irregularity by violation of several orders passed by the company court and as such, the steps taken by the official liquidator for sale of the assets is vitiated by gross irregularity. ( 31 ) THE main contention of the learned advocate for the applicant is that by the order dated May 12, 1995, the offer of Naffar Chandra Jute Mills Ltd. , for Rs. 60,00,000 was recorded as far too low in comparison with the valuation of Rs. 3,30,63,451, By the said order B. L. Jain J. , as he then was, directed the official liquidator to obtain the views of the secured creditors including that of the applicant. The official liquidator was further directed to inform the applicant that the matter is to appear on June 8, 1995. It has been alleged that the official liquidator has failed to perform his obligations, namely, to secure the views of the Allahabad Bank for fresh advertisement and to further inform that the matter was to appear on June 8, 1995. ( 32 ) IT has been alleged that on or about May 25, 1995, (which, however, appears as May 28, 1995, a Sunday, from the disclosure made by the official liquidator) a notice was sent to Allahabad Bank stating that a meeting would be held on May 30, 1995. ( 32 ) IT has been alleged that on or about May 25, 1995, (which, however, appears as May 28, 1995, a Sunday, from the disclosure made by the official liquidator) a notice was sent to Allahabad Bank stating that a meeting would be held on May 30, 1995. It has further been alleged that the only notice that was issued, was not sent to 36, Strand Road, Calcutta-1, where notices for payment as to security for costs for advertisements were delivered and wherefrom payments were made, but to another office at 17, R. N. Mukherjee Road, Calcutta-1. In the meeting held on May 30, 1995, Allahabad Bank could not attend due to non-service of any notice and the official liquidator failed to secure the views of Allahabad Bank as directed by this court. ( 33 ) IT has also been submitted that on or about June 8, 1995, an order was passed directing further advertisements. The secured creditors were directed to provide funds for advertisement within a fortnight. Allahabad Bank was not present as there was no information and the official liquidator has miserably failed in his duty to secure funds from Allahabad Bank within the time stipulated. ( 34 ) IT has been alleged that the official liquidator failed to inform the bank to provide funds. After publication of the second set of advertisements the assets of the company (in liquidation) were sold on July 21, 1995, to Nafar Chandra Jute Mills Ltd. for a price of Rs. 65,00,000 only without notice to Allahabad Bank. It has further been alleged that the sale was confirmed without notice to the petitioner. It has also been alleged on behalf of the applicant that on July 25, 1995, the official liquidator obtained a signed copy of the minutes of the said order but failed to communicate the same to the applicant-bank when it wrote to the applicant's office at 36, Strand Road, Calcutta-1, for payment of Rs. 11,377 towards the cost of advertisements without disclosing that the sale has already taken place. The applicant-bank obviously carried the impression that the advertisements were yet to be published and the official liquidator will apprise the same in due course. ( 35 ) THE official liquidator accepted the money paid by the Allahabad Bank from 36, Strand Road, Calcutta-1, on or about July 27, 1995. The applicant-bank obviously carried the impression that the advertisements were yet to be published and the official liquidator will apprise the same in due course. ( 35 ) THE official liquidator accepted the money paid by the Allahabad Bank from 36, Strand Road, Calcutta-1, on or about July 27, 1995. ( 36 ) ON or about October 9, 1995, the date of handing over possession was fixed but later postponed. During the long vacation on or about October 10, 1995, the official liquidator wrote to Allahabad Bank at 36, Strand Road, Calcutta-1, that the possession of the company (in liquidation) would be handed over to Nafar Chandra Jute Mills Ltd. , on October 26, 1995, at 2 p. m. October 26, 1995, was the first day after the long vacation. On or about October 13, 1995, Allahabad Bank wrote to the official liquidator for sending a copy of the court's order and it was sent on or about October 17, 1995. ( 37 ) IT has been submitted on behalf of the official liquidator that at the time of taking possession of the assets and properties of the said company (in liquidation) the representatives of all the secured creditors were present on September 18, 1992, and September 21, 1992, upon receiving intimation from the official liquidator. Furthermore, it would also be apparent from the facts that by a letter dated July 16, 1993, the official liquidator requested all the secured creditors to send a sum of Rs. 10,000 towards costs for valuation and advertisement of sale as directed by the court on June 4, 1993. Furthermore, in terms of the court's order dated March 30, 1995, the official liquidator published advertisement in the newspapers inviting the intending purchasers to submit their offers for sale of assets and properties of the said company (in liquidation ). The publication of such notice is also a notice to all the creditors including the secured creditors which the secured creditors cannot deny. ( 38 ) IT has also been submitted by the official liquidator that pursuant to order dated May 12, 1995, the official liquidator by his letter dated May 25, 1995, intimated all the secured creditors regarding the joint meeting to be held on May 30, 1995, at 3. 00 p. m. The said letter was duly accepted by the applicant also. 00 p. m. The said letter was duly accepted by the applicant also. However, in spite of such receiving of notice from the official liquidator, none of the representatives on behalf of the applicant chose to attend the joint meeting held on May 30, 1995. However, only the representatives of the West Bengal Financial Corporation and United Bank of India were present on May 30, 1995. The said letter and copy of the minutes of the meeting have been annexed to the affidavit-in-opposition filed on behalf of the official liquidator duly affirmed by Subha Kumar Banerjee on November 10, 1995, as marked annexures K and L. ( 39 ) THOUGH nobody was present on behalf of the applicant in the said meeting dated May 30, 1995, on June 1, 1995, admittedly the official liquidator sent a letter enclosing therewith the copy of the minutes of the meeting held on May 12, 1995, the High Court's order dated May 12, 1995, and the inventory list made by the valuer to all the secured creditors. ( 40 ) IT also appears that on June 8, 1995, when this court by its order fixed the date for sale of the assets and properties of the said company (in liquidation) on July 21, 1995, at 2. 00 p. m. , the learned advocate on record, who is at present the advocate on record for Allahabad Bank as well as United Bank of India, was present on behalf of one of the secured creditors, United Bank of India, so it is not the fact that the applicant-bank was not aware of the proceedings of the sale and the date fixed by this court for such sale. ( 41 ) IT has been submitted by the official liquidator that by the said order dated June 8, 1995, the court was pleased to direct the official liquidator to issue advertisement for sale of assets and properties of the said company (in liquidation) in three newspapers of Calcutta, viz. , The. Statesman, the Ananda Bazar Patrika and the Viswamitra and once in Times of India, Delhi edition, and once in Indian Express, Bombay edition, with a further direction to the secured creditors to provide funds to the official liquidator by granting leave to the official liquidator to obtain funds from his establishment charges account until he received the amount. , The. Statesman, the Ananda Bazar Patrika and the Viswamitra and once in Times of India, Delhi edition, and once in Indian Express, Bombay edition, with a further direction to the secured creditors to provide funds to the official liquidator by granting leave to the official liquidator to obtain funds from his establishment charges account until he received the amount. In view of the order, the official liquidator immediately took steps for publication of such advertisements and had to bear the costs out of his own funds. Publication was made in The Statesman, Viswamitra, and in the Ananda Bazar Patrika and also in Indian Express, Bombay edition and Times of India, Delhi edition, xerox copies of such publication have already been annexed with the petition as well as in the affidavit-in-opposition filed by the official liquidator on November 10, 1995, as well as on March 25, 1996 and marked as annexures O and N respectively. The said publication is also a kind of information not only to all the intending purchasers but also to all the creditors in general of the said company (in liquidation ). ( 42 ) IN spite of such publications, none of the secured creditors chose to appear before this court except West Bengal Financial Corporation, one of the secured creditors, on July 21, 1995. ( 43 ) IT is also pertinent to note that even after receipt of the letter dated October 10, 1995, from the official liquidator by the secured creditors, none of the secured creditors took any steps or intimated the official liquidator regarding their dissatisfaction with regard to the consideration of sale. ( 44 ) THE question arises, even assuming that the notice inviting the views of the applicant and for providing funds for advertisement could not be served upon the applicant, does that materially affect the sale ? There is no dispute that the advertisements were published in all leading newspapers in India. No other higher offer was there and Nafar Chandra Jute Mills Ltd. , became the purchaser at Rs. 65,00,000. ( 45 ) IT is on record that opportunity was given to the applicant to find out if anybody is willing to make a higher offer but the applicant although obtained adjournment from time to time could not bring any higher offer. 65,00,000. ( 45 ) IT is on record that opportunity was given to the applicant to find out if anybody is willing to make a higher offer but the applicant although obtained adjournment from time to time could not bring any higher offer. It is common experience that in case of sale when there is an allegation that the property has fetched a low price, persons willing to make higher offers come forward with their offers. ( 46 ) IN the instant case, the applicant-bank could not substantiate that the property could really fetch a higher price. There is no other allegation of irregularity alleged except what has been mentioned hereinbefore. The allegations do not, in my view, materially affect the sale. There is no reasonable nexus between irregularity and inadequacy of price which may warrant the setting aside of the sale. Had there been any higher offer, there could have been scope for fresh sale and bid in court as had been done in other cases but in the instant case since no higher offer was available, there was no scope for bid and sale in court. ( 47 ) IN this connection it may be noted that on February 26, 1996, an order was passed by me directing the applicant (Allahabad Bank) to bring forth the purchaser, who it was alleged by the applicant, was willing to purchase the assets of the company (in liquidation) at and for a price of Rs. 65,00,000. I further directed the applicant to be present before this court with a pay order for the entire sum of Rs. 65,00,000 on behalf of the alleged purchaser. The applicant was directed to present the said pay order before this court on March 11, 1996. The aforesaid order was made at the instance of and on the basis of submissions of the applicant through its learned counsel. ( 48 ) AGAIN, on March 11, 1996, the matter was called on for hearing. On the basis of the submission of the learned advocate for the applicant adjournment was granted for a week with the direction that the applicant should bring forth the purchaser together with the pay order of Rs. 65,00,000 on March 18, 1996, when the said matter would appear in the list. In the event of default, I observed that the application of the applicant would be dismissed with costs. 65,00,000 on March 18, 1996, when the said matter would appear in the list. In the event of default, I observed that the application of the applicant would be dismissed with costs. ( 49 ) IT has further been noted that in the instant case, repeated attempts were made to sell the property. The highest offer was made in the first instance by Nafar Chandra Jute Mills Ltd. , for Rs. 60 lakhs, The court did not accept this and directed advertisements to be published once again. This was done. In spite of all India advertisements no purchaser came forward except Nafar Chandra Jute Mills Ltd. , who offered Rs. 65 lakhs and being the highest offer, was accepted by the court. The law is quite clear that the sale cannot be postponed indefinitely. The liquidator at some point of time has to sell the assets of a company in liquidation. After repeated attempts, the highest price fetched was Rs. 65 lakhs and the court was satisfied and the sale was confirmed. ( 50 ) THE other main point to be noted is that even after the instant applications by the secured creditors were filed in court, the court repeatedly gave opportunities to the banks to produce any other purchaser who was willing to pay more for the assets. In spite of the fact that such opportunities were given, no concrete proposal was made. In fact, some vague assurances were given but when the court insisted upon an affidavit being filed by the prospective purchaser and some earnest money being deposited to show its bona fides, the court was told by counsel for the banks that the alleged purchaser had retracted. Therefore, it is absolutely clear that the secured creditors, viz. , Allahabad Bank and United Bank of India failed to procure any purchaser who was willing to pay more in spite of repeated opportunities being given to them. Therefore, it is absolutely clear that the secured creditors, viz. , Allahabad Bank and United Bank of India failed to procure any purchaser who was willing to pay more in spite of repeated opportunities being given to them. In this connection, reference may be made to the following cases : (i) Kayjay Industries (P.) Ltd. v. Asnew Drums (P.) Ltd. ; (ii) The unreported judgment of the Division Bench of the Calcutta High Court Indus Electronics Ltd. (In liquidation), In re, decided on November 10, 1994 ; and (iii) Order of the Supreme Court in the special leave petition preferred against the said order being the order of the Supreme Court dated October 19, 1995, where the Supreme Court rejected the special leave petition observing that their Lordships found no grounds to interfere with the High Court's order which clearly mentioned that in spite of repeated efforts made for the purpose, a higher price for the property sold could not be obtained and even the secured creditors could not obtain a better offer for the property.