JUDGMENT - R.M. LODHA, J.:---Heard Mr. Vahanvati, learned Senior Counsel for petitioners and Mr. J.B. Chinai, learned Senior Counsel appearing for the company, viz. Shaheel Bearings Pvt. Ltd. 2.By means of this winding up petition, the petitioners seek to winding up of the company viz. Shaheel Bearings Pvt. Ltd. on the ground that there is due owing and payable by the company to the petitioners a sum of Rs. 22,49.041.10 Ps. inclusive of interest as set out in particulars of claim with further interest at the rate of 22.5% per annum on Rs. 20 lakhs from the date of filing of the petition till payment. The said claim is based on the fact that at the request of the company, the petitioners agreed to place in or about October, 1996 with the company a deposit of Rs. 20 lakhs which the company required for the purpose of its business and in consideration thereof, the company executed in favour of and handed over to the petitioners a post dated cheque for Rs. 20 lakhs bearing No. 853471 dated 16th January, 1997. The petitioners have stated that company agreed to pay interest on the said amount at the rate of 22.5% per annum. The said amount was due for repayment on 16th January, 1997. The company in the meantime approached the petitioners for renewing the said deposit since the company was not in a position to repay it on maturity. The petitioner agreed to renew for a further period the said deposit of Rs. 20 lakhs on the company executing a fresh set of security documents. The said deposit, according to the petitioner, was renewed from time to time on the expiry of every agreed period. The petitioners renewed the said deposit for the period of April, 1997 till June, 1997 at the request of the company and the company executed in favour of the petitioners demand promissory note dated 2nd April, 1997 for Rs. 20 lakhs, deposit receipt dated 2nd April, 1997 for Rs. 20 lakhs, a post dated cheque bearing No. 029085 dated 23rd June, 1997 for Rs. 20 lakhs and a letter dated 2nd April, 1997. It is the case of the petitioners that as a security for repayment of the said deposit, the company had offered as a collateral security of the office premises in Mehta Mahal, situate at Mathew Road, Opera House, Mumbai. 20 lakhs and a letter dated 2nd April, 1997. It is the case of the petitioners that as a security for repayment of the said deposit, the company had offered as a collateral security of the office premises in Mehta Mahal, situate at Mathew Road, Opera House, Mumbai. It is the case of the petitioners that the company represented that one Dhirajlal H. Vora, Smt. Ranjan Dhirajlal Vora, Rajesh Dhirajlal Vora, Smt. Sunayana R. Vora, Dhirajlal H. Vora (H.U.F.) and Rajesh D. Vora, (H.U.F.) are contractual tenants in respect of office premises in Mehta Mahal and the company agreed to obtain concurrence of the aforesaid persons to the said premises being given as a collateral security for repayment of the amount due under the said inter-corporate deposit alongwith interest accrued thereon. The company represented to the petitioners that the said persons would obtain necessary permission from the landlords who let out the aforesaid premises to them for the purpose of creating the said security. Accordingly, separate six sets of Agreements of Leave and Licence all dated 5th May, 1997 were executed and handed over to the petitioners. It is the case of the petitioners that they never exercised any right of entry nor did the company allowed the petitioners to have any joint possession as stipulated in the said Agreements of Leave Licence. The Leave Licence Agreements, according to the petitioners, were never acted upon and as a result thereof, even the said Leave Licence Agreements did not create any collateral security in favour of the petitioners. By letter dated 2nd April, 1997, the company represented and assured the petitioners that the post dated cheques would be honoured by the bankers of the company on 23rd July, 1997. A notice dated 1st August, 1997 was sent by the Advocate of the petitioners to the company informing them about the dishonour of the cheque and calling upon the company to make arrangement for payment within 15 days from the date of receipt thereof. The company sent a reply raising certain pleas to which rejoinder was sent by the Advocate of the petitioners to the company. Thereafter, the company sent a statutory notice at the registered office of the company for making payment of Rs. 20 lakhs together with interest accrued thereon at the rate of 22.5% per annum within 21 days from the date of receipt of the notice. Thereafter, the company sent a statutory notice at the registered office of the company for making payment of Rs. 20 lakhs together with interest accrued thereon at the rate of 22.5% per annum within 21 days from the date of receipt of the notice. Even despite the statutory notice when the company did not make payment, the present company petition for winding up has been filed. The petitioners have stated that the company is indebted to the petitioners and its associate company for a sum of Rs. 4 crores and there are number of other creditors and company is not in a position to pay its dues. 3.In response to the notice of this company petition, the company has filed affidavit-in-reply controverting the case set out by the petitioners. 4.The company has stated that petitioners have suppressed the material and relevant facts with a view to mislead the Court and have built up their case on the transaction which in fact was not a true nature of transaction between the parties. The company has stated that there was multi-party transaction between the group of companies of petitioners and the group of companies of the respondent company and the outstanding due and the payable amount would depend upon reconciliation of accounts between the parties and arriving at the amount due, if any, at the foot of the account. It is further stated that even it be assumed that some amount is due and payable by the company to the petitioner, such amount stands fully secured under valid Leave and Licence Agreements agreed between the parties. The company has given details about the running accounts between the petitioners group of companies and various amounts paid by the respondent company and its group of companies to the petitioners and their group of companies. The company has thus sought to set up the case that the winding up proceeding initiated by the petitioner is actuated with ulterior motive and to pressurise the company which is financially very sound and is a running concern carrying on the business of manufacturing and selling assortment of ball/ roller bearings having turn over of approximately Rs. 2 crores. It is also stated that company and its other group of companies have filed a suit for recovery of amount and other necessary reliefs against the petitioner and group of companies. 2 crores. It is also stated that company and its other group of companies have filed a suit for recovery of amount and other necessary reliefs against the petitioner and group of companies. In the premises aforestated, the company has denied its liability. 5.A rejoinder has been filed by the petitioners reiterating its claim. 6.I heard Mr. Vahanvati, learned Senior Counsel appearing for the petitioners and Mr. Chinai, learned Senior Counsel appearing for the company at length. 7.Upon perusal of various documents annexed with the company petition, the reply and the rejoinder, I am not persuaded by the arguments of the leaned Senior Counsel for the company that transaction in fact, upon which petitioners have based their claim, is not the transaction between the parties simpliciter but a multi-party transaction between the group of petitioners companies and group of respondent company. Prima facie, from the available material placed on record, it is clearly seen that a sum of Rs. 20 lakhs was advanced as inter-corporate deposit by the petitioners to the respondent-company initially in the month of October, 1996 and thereafter, the repayment of the said loan was renewed from time to time and in lieu thereof, the company executed demand promissory note, issued post-dated cheque which had been renewed every time. This position is clearly reflected from the document Exhibit "G" annexed with the company petition. The said document is a communication sent by the respondent-company to the petitioner wherein the respondent company confirmed balance outstanding amount against incorporate deposit dated 5-4-97 for Rs. 20 lakhs and for which the company issued a cheque dated 23-6-97. On record, there is no material to show that against this transaction any payment was made by the respondent-company to the petitioners. Though Mr. Chenai, learned Senior Counsel for the company sought to rely on Exhibit "J" dated 28th August, 1997, a letter written by petitioners' Advocate to the Advocate for respondent-company to demonstrate that an amount of Rs. 15 lakhs was paid by Pay Order on account and part payment of total outstanding dues and the said amount was wrongly adjusted towards the due amount from M/s. S.R.S. Bearing Industries. I find that by this letter dated 28th August, 1997, it cannot be inferred that amount of Rs. 15 lakhs was paid by respondent-company to the petitioners. 15 lakhs was paid by Pay Order on account and part payment of total outstanding dues and the said amount was wrongly adjusted towards the due amount from M/s. S.R.S. Bearing Industries. I find that by this letter dated 28th August, 1997, it cannot be inferred that amount of Rs. 15 lakhs was paid by respondent-company to the petitioners. The reason being neither this is the case set out by the respondent-company in its reply that a part payment of Rs. 15 lakhs was made by the respondent-company to petitioners nor such case is revealed from the suit which has been filed by the respondent-company (sic) against the respondent-company and its group of companies against the petitioners and its group of companies. Prima facie from the available record, it is clear that advancement of loan of Rs. 20 lakhs by the petitioners to respondent-company as an incorporate deposit is separate and distinct transaction which has nothing to do with the other transactions between the group of companies of the petitioners and group of companies of the respondent. The defence therefore, prima facie raised by the company neither seems to be honest nor bona fide. In the light of this conclusion prima facie the various judgments cited by Mr. Chenai, learned Counsel for company that Court in winding up will not undertake detailed investigation but relegate parties to a civil suit need not be referred to. The other judgments cited by the learned Counsel for company that in order to understand bona fide dispute, Company Court will apply principles of Order 37 of the Civil Procedure Code. 1991 (70) Com.Cas. 692 (Divya) need not be referred to since I have already found on facts that defence raised by the company is neither bona fide nor does it seem to be honest. As regards the suit filed by the respondent-company, it is observed that the said suit has been filed by the company after the statutory notice was sent by the petitioners at the registered office of the company and therefore, filing of the said suit does not improve the company's stand at all. The company in its reply has stated that it is having turn over of about Rs. 2 crores every year and is well known in its field. Therefore, I intend to give one opportunity to the respondent-company to deposit the amount of Rs. The company in its reply has stated that it is having turn over of about Rs. 2 crores every year and is well known in its field. Therefore, I intend to give one opportunity to the respondent-company to deposit the amount of Rs. 20 lakhs before this Court, failing which, the company petition shall stand admitted and therefore, I pass the following self-operative order :- (i) The company viz. M/s. Shaheel Bearings Pvt. Ltd. is directed to deposit a sum of Rs. 20 lakhs with the Prothonotary Senior Master, of this Court within two months from today. (ii) Upon deposit of the aforesaid amount in time by the respondent-company, the company petition shall stand dismissed. (iii) Upon deposit of the said amount by the respondent company before this Court the Prothonotary and Senior Master shall invest the said amount in fixed deposit of any Nationalised Bank initially for a period of 3 years and renewable thereafter, if necessary. The amount deposited and interest acquired thereon shall be credited in the account of the suit that may be filed by the petitioners for recovery of the said amount against the said company of if the counter-claim is filed by the petitioners in the suit already filed by petitioners in the suit already filed by the respondent-company in that suit. (iv) On the other hand if the aforesaid amount is not deposited by the respondent-company within time this company petition shall stand admitted with liberty to the petitioners to apply for advertisement and further directions. Petition disposed with directions.