KAILASH NATH BAJPAI v. HIND HOUSING AND CONSTRUCTION LTD
2000-09-15
M.C.JAIN
body2000
DigiLaw.ai
M. C. JAIN, J. M/s. Hindi Housing and Construction Ltd. (hereinafter referred as the Company in liquidation) was ordered to be wound up by this Court by order dated 16-4-1970 passed in Com pany Petition No. 18 of 1967. The Official Liquidator attached to this Court was ap pointed the Liquidator of the said com pany (in liquidation) as per Section 49 of the Companies Act. The Liquidator took possession of moveable assets and record of the company through District Magistrate, Lucknow. The company owned certain agricultural land in village Behsa and Mali, Pargana Bijnor, Tehsil and District Lucknow duly recorded in the relevant revenue records in the name of company (in liquidation ). The Official Liquidator sought permission of this Court through report No. 51 of 1983 to sell the landed property of the company (in liquidation ). By order dated 5-10-1983 this Court granted such permission to the Offi cial Liquidator. When the Official Liqui dator got the revenue records verified on 7-3-1988, it transpired that the entire land left over in the aforesaid villages belonging to the company (in liquidation) had been acquired by ADM (Acquisition)/competent Authority, Land Ceiling, vide order and judgment dated 6-1-1988 in case No. 1/2/12/32/94 of 1987-88,state v. Ram Chandra Gurnani, under the U. P. Imposi tion of Ceiling on Land Holdings Act, 1960 the Official Liquidator then made an ap plication to this Court complaining that the entire proceedings under the U. P. Imposition of Ceiling on Land Holdings Act, 1960 were null and void and without juris diction for the reason that after the wind ing up orders, the property in question belonging to company (in liquidation) had come in the custody of the Court and were thus custodia legis through the Official Liquidator. No proceedings under the aforesaid Ceiling Act of 1960 could take place without the permission of this Court under Section 446 of the Companies Act. 2. By order dated 27-7-1994 this Court allowed the application of the Offi cial Liquidator whereby the order dated 6-1-1988 declaring the land of the com pany (in liquidation) as surplus was quashed with the result the said land was to be deemed to be belonging to the company (in liquidation) under the custody of the Court through Official Liquidator.
2. By order dated 27-7-1994 this Court allowed the application of the Offi cial Liquidator whereby the order dated 6-1-1988 declaring the land of the com pany (in liquidation) as surplus was quashed with the result the said land was to be deemed to be belonging to the company (in liquidation) under the custody of the Court through Official Liquidator. The above is the background concerning the application A-16, made by 4 applicants, namely, Kailash Nath Bajpai, Amitabh Adhar, Radha Krishna Gupta and Mahendra Kumar. 3. The company (in liquidation), Ad ditional Tehsildar, Sadar Lucknow, Sub-Divisional Officer, Lucknow and the Com missioner, Lucknow have been arrayed as respondents. The case, as set up by the applicants is that the winding up order had been passed by this Court on 16-4-1970 on a petition having been filed by M/s. Krish na Brick Field, Allahabad. The company filed Special appeal No. 364 of 1970 in which stay order was passed on 22-4-1970, staying the operation of the winding up order which was confirmed on 2-11-1970. But the special appeal in question bearing Appeal No. 364 of 1970 was dismissed in default on 13-7-1973 and the application filed to restore the same was also dismissed on 20-7-1974. The winding up petition had been filed on 12-12-1967. Thus, in fact there was no effective winding up order upto 13-7-1973. On 2-2-1972 Seth Hiranand Ram Chandra Gurnani, the then Managing Director executed three sale-deeds in favour of Kailash Nath Baj pai, Amitabh Adhar and Kishor Saran. Another sale-deed dated 4-2-1972 was ex ecuted in favour of Sita Ram. The present applicants Nos. 1 and 2 and predecessors of applicants 3 and 4 were bona fide purchasers for valuable consideration without any notice or knowledge of winding up proceed ings pending against the company. To come to the point their contention is that after the setting aside of the order of the ceiling authority dated 6-1 - 1988 whereby the land of the company (in liquidation) had been declared surplus, the position as it stood before 6-1-1988 has to be restored. They made an application for mutation, which was rejected by Respondent No. 2 on 3-7-1998 on the ground that the vendor (com pany in liquidation) did not have the title to sell the land. The relevant prayers made b\ the applicants are the following: (a-1) Top issue suitable direction to Respondent Nos.
They made an application for mutation, which was rejected by Respondent No. 2 on 3-7-1998 on the ground that the vendor (com pany in liquidation) did not have the title to sell the land. The relevant prayers made b\ the applicants are the following: (a-1) Top issue suitable direction to Respondent Nos. 2and 3 for restoring the name of company in all revenue records as per the directions, contained in the judg ment and order of this Honble Court dated 27-7-1994. (b) To issue a suitable direction for mutation of the applicants names in the relevant revenue records and Khatauni in respect of land situated in village Mali, Pargana Bijnor, Tehsil and District Luck-now after expunging the entry under CEILING ACT, ADDITIONAL DECLARED LAND. and restoring the position as existing before 6-1-1988. " 4. The Official Liquidator has filed counter-affidavit A-17, narrating the his tory of the case. He has also filed as Annexure 7 to his counter-affidavit a copy of the order dated 13-8-1998 passed by the Additional District Magistrate (Supp-ly)/prescribed Authority (Ceiling), Luck-now in case No. 3 of 97-98, rejecting the application of the applicants dated 24-3-1998 for correction of papers. Rejoinder-affidavit A-18 has been filed by the ap plicant Radha Krishna Gupta. 5. I have heard Sri A. K. Gupta, learned Counsel for the applicants and Sri Sunil Ambwani appearing from the side of Official Liquidator. The submission of the learned Counsel for the applicants is that the applicants simply want the name of the company (in liquidation) to be mutated by way of correction in the revenue records in respect of the land in question which had been declared as surplus by the Ceiling Authority for the reason that the said order of declaring the land as surplus was quashed by this Court vide order dated 24-7-1994. On the other hand, Sri Sunil Ambwani has urged that actually the ap plicants have no locus standi to make any application in this behalf. The reason ac cording to him is that the so-called sale-deeds have been executed by the Managing Director of the Company (in liquidation) in favour of the applicants and their predeces sors after passing of the winding up order which could not legally be taken note of. Therefore, they now have no business to intermeddle and to stampede themselves. 6. 1 have considered the matter care fully.
Therefore, they now have no business to intermeddle and to stampede themselves. 6. 1 have considered the matter care fully. It is an admitted fact that the declara tion of the land standing in the name of the company (in liquidation) as surplus by the Ceiling Authority came to be quashed by this Courts order dated 27-7-1994. The resultant effect is that for all practical pur poses, the declaration of land as surplus has to be ignored and the position as ob taining earlier to 6-1-1988 before the Ceil ing Authority passed the order declaring the land as surplus has to be retrieved. Really speaking it is the job of the Official Liquidator to take steps for the mutation of the land in the name of the company (in liquidation) again. The land continues to be custodia legis through him. Indeed, it has to be proceeded with in liquidation as per the relevant provisions contained in the Companies Act, 1956. It is not very material that such a prayer for re-mutation of the land in question in the name of the company (in liquidation) has been made by the applicants. In the proper sense, it may be so taken that the applicants are simply invit ing the attention of this Court to this aspect of the matter that after quashing of the order declaring the land as surplus, it (land) should be recorded in the revenue papers in the name of the company (in liquidation) and the records should be cor rected accordingly. 7. As per Section 441 (2) of the Com panies Act, in a case not covered by sub section (1) of the said section, the winding up of a company by the Court shall be deemed to commence at the time of the presentation of the petition for the wind ing up. Therefore, winding up of the com pany in question which was wound up on 16-4- 1970 shall be deemed to have com menced on!2-12-1967 when the winding up petition was presented by M/s. Krishna Brick Field, Allahabad. The sale-deeds in favour of the applicants and their predecessors stand still on a lower footing as the same were executed in 1972 viz. , after the passing of the actual winding up order.
The sale-deeds in favour of the applicants and their predecessors stand still on a lower footing as the same were executed in 1972 viz. , after the passing of the actual winding up order. The fact that for a certain period the winding up order remained stayed under the orders passed in Special Appeal would not make any difference. The Special Ap peal was also ultimately dismissed. In this view of the matter, there can be no ques tion of the applicants or their predecessors acquiring title in respect of the land covered by the sale-deeds relied upon by them. The sale-deeds have to be simply ignored. However, the land in question which was declared surplus by the Ceiling Authority by order dated 6-1-1988 must be ordered to be recorded back in the name of the company (in liquidation) through Of ficial Liquidator for the obvious reasons that the declaration of the land as surplus was quashed by this Court by order dated 27-7-1994. 8. It is, therefore, ordered that the land in question of Village Behsa and Vil lage Mali, Pargana Bijnor, Tehsil and Dis trict Lucknow which was recorded in the relevant revenue records in the name of M/s. Hind Housing Construction Ltd. (which was declared surplus by the order of the ADM (Executive)/land Ceiling Authority by order dated 6-1-1988 in case No. 1/2/12/32/94 of 1987-88, State v. Ram Chandra Gurnani, under the U. P. Imposition of Ceiling on Land Holdings Act, 1960, which was subsequently quashed by this Court vide order dated 27-7-1994) shall be recorded back in the revenue records in the name of the said company (in liquidation) through Offi cial Liquidator by the authorities con cerned (Respondent Nos. 2 and 3) within fifteen days of the production of a certified copy of this brder, either by the Official Liquidator attached to the High Court, Allahabad or by any of the applicants of application No. A-16. 9. Application A-16 stands disposed of accordingly. Application disposed of. .