R. V. RAVEENDRAN, J. ( 1 ) THE respondent herein filed company petition No. 96 of 1992 under Section 433 (e) and (f) of the Companies Act, 1956 ('act' for short), seeking an order to wind up the first appellant-company. The learned company judge, after notice to appellants and hearing both parties, passed an order dated 13-2-1997 admitting the company petition. Feeling aggrieved the respondents in the company petition have filed this appeal under Section 483 of the act. For convenience, first appellant will be referred to as 'the company' and the respondent will be referred to as the board'. ( 2 ) THE company was registered as a coffee exporter with the board, in March 1987. The board used to hold export auctions of coffee periodically, subject to the "terms and conditions for sale of coffee in the course of export". According to the board, the company participated in the auctions held by the board between 21-6-1989 and 20-12-1989 and purchased 654. 6 metric tonnes of coffee, but failed to make payment and take delivery of the said coffee within the time stipulated for payment, or within the time extended by the board at the request of the company. The board contends that the company committed breach by failing to make payment and take delivery and as a consequence, the board resold 593. 4 mt. Of coffee in the auctions held in april/may 1991 and incurred a loss. As a result of such alleged breach, the board claimed the following amounts from the company: