A. K. SIKRI, J ( 1 ) THE respondent company M/s. Sylvania and Laxman Ltd. is sought to be wound up by means of this petition filed by the petitioner under Sections 433 (e) and (f), 434 and 439 of the Companies Act,1956. As per the averments made in the petition, the petitioner company is in the business of manufacturing and selling electrical appliances including fans which are in high demand in the market because of its superior quality. The respondent company also approached the petitioner for supply of electrical fans. The petitioner is supplying the respondent these goods since 1991. The transaction in respect of each consignment was through the bank of the respondent company accepting hundies payable within 60 days from the date of the Bill. However, respondent company committed default in making payment accepted by it. This fact was brought to the notice of the respondent by the petitioner vide its letter dated 19. 9. 92 stating that there has been an extreme delay ranging from 24 days to 68 days for retirement of the said Hundies as a result of which the petitioner company has to bear heavy interest. It is stated that there was no complaint about the quality and performance of the supply by the petitioner which fact was confirmed by the respondent vide Certificate dated 23. 12. 93. Still many Hundies were returned unpaid. The amount in this respect swell to Rs. 21 lacs which fact was brought to the notice of the respondent vide its letter dated 31. 1. 94. The respondent vide reply dated 3. 3. 94 admitted the outstanding amount of Rs. 22,58, 272. 14 as per the ledger maintained by it but in spite of this acknowledgment it neglected in making the payment. Needful was not done even when bankers of the petitioner company wrote letter dated 23. 3. 94 calling upon respondent company to remit the payment of bills mentioned therein latest by 31. 3. 94 and again written letter dated 19. 4. 94 requesting him to make the payment by the end of april, 1994, However, vide letter dated 28. 11. 94 respondent intimated the petitioner that payment would be released in parts. This also shows that respondent accepted the liability. 3. 94 and again written letter dated 19. 4. 94 requesting him to make the payment by the end of april, 1994, However, vide letter dated 28. 11. 94 respondent intimated the petitioner that payment would be released in parts. This also shows that respondent accepted the liability. Despite this acknowledgment the respondent made only part payments of the following amounts: ( 2 ) IN these circumstances statutory notice under Section 434 was served calling upon the respondent to pay a sum of rs. 34,24,204/- as on 31. 3. 94 along with interest thereon @ 24% p. a. The respondent company vide its letter dated 15. 4. 97 expressed its inability to verify or reconcile the dues on account of the labour unrest and strike at its various establishments and premises. Therefore, this petition is filed in which it is stated that as on 30. 6. 1997 outstanding amount payable is 36,98,890/- inclusive of interest @ 24% p. a. It is claimed that since respondent has not been able to pay this amount, it be deemed that it is unable to pay the debts. ( 3 ) IN the reply filed by the respondent, apart from taking plea that this petition is barred by limitation, it is averred that the respondent has been making payment against supplies from time to time. However, problem arose when the petitioner started sending defective goods which resulted in non-settlement of account as the respondent had been insisting on replacement of the defective goods supplied. In March, 1994 settlement took place whereby the petitioner undertook to replace the defective goods and for the goods which were in order payments were released from 23. 3. 94 in terms of the agreed instalments and accordingly the respondent made payment of Rs. 10,06,381/- to ,the petitioner. The respondent has denied that it issued letter dated 23. 12. 93 on the ground that it is not issued by any authorised person, this alleged that the petitioner while taking advantage of the fact that there has been abour problem in the factory of the respondent and the workers are on strike, the petitioner managed a letter anti-dated from an employee who was already on strike. It is also stated that letter dated 29. 10. 1993 is fabricated letter which is got by the petitioner in collusion with a striking employee of the respondent. It is also stated that letter dated 29. 10. 1993 is fabricated letter which is got by the petitioner in collusion with a striking employee of the respondent. The respondent has also denied that vide letter dated 31. 1. 1994 any demand of Rs. 21 lacs was made by the petitioner company on the respondent as there was no occasion to make this payment since this amount was not due. According to the respondent this was also managed through an employee and it runs contrary to the letter dated 23. 3. 94 which shows payment of Rs. 12,79,234/- and would also show that averments of two letters are contrary and thus these are procured letters. ( 4 ) DURING arguments, learned counsel for the petitioner referred to the averments made in the petition, and the documents annexed thereto reference to which is already made above, it is submitted that proper account was maintained and as per the statement of account appearing at pages 81-82 of the petition, outstanding amount of rs. 21,02,895. 16p is shown and due from the respondent as on 31. 1. 94. His submission was that to wriggle out of its liability, the respondent was denying the genuineness of letters dated 3. 3. 94,23. 3. 94 and other letters including letter dated 28. 11. 94, as in these letters liability is acknowledged. ( 5 ) LEARNED counsel for the respondent on the other hand reiterated that these letters were not written by any authorised persons. He submitted that letter dated 3. 3. 94 is signed by one Swapan Dutta, Asst. Manager- appliances who was one of the striking employees. Likewise letter dated 31. 1. 94 written by the petitioner to the respondent is received by Mr. Swapan Dutta who gave reply dated 3. 3. 94 to this letter. He also submitted that no explanation was forthcoming how the amount of Rs. 22,58,272. 14p acknowledged in letter dated 3. 3. 94 came down to Rs. 12,79,234/- when admittedly no payment was made during this period. His further submission was that this petition was based on fabricated documents which would be clear from the scrutiny of some other documents. He pointed out that Hundi no. 181 dated 28. 12. 92 with due date March 27,1993 for Rs. 1,31,600/- is produced at page-14 whereas the invoice-cum-challan for this Hundi which is produced at page-16 shows a sum of Rs. He pointed out that Hundi no. 181 dated 28. 12. 92 with due date March 27,1993 for Rs. 1,31,600/- is produced at page-14 whereas the invoice-cum-challan for this Hundi which is produced at page-16 shows a sum of Rs. 1,45,519/ -. He further submitted that Invoice at page-16 was photocopy with no stamp and another copy of this invoice which is filed at page-149 bears the stamp of respondent company and it would be clear from this that stamp of the company is managed and. put later after these documents were denied. His submission was that similar other forgery is done as Hundi at page-17 is for Rs. 2,00,000/- whereas the invoice raised for supplies is for Rs. 2,35,620/- which is at. page-19. Again this invoice does not bear stamp of respondent company whereas copy thereof filed at page-152 bears the stamp of the respondent company. Similar is the position of Hundi and bills at pages 20-22 and 154 respectively. ( 6 ) ON going through the aforesaid submissions, it appears that there is a serious dispute about the amount payable and reconciliation of the accounts is needed. It may not be out of place to mention that it is for these reasons, the parties have been taking adjournments from time to time so that their respective statements of accounts are reconciled and matter settled. It is also an admitted fact that during the pendency of these proceedings respondent has made payment of Rs. 13. 25 lacs to the petitioner. According to the petitioner, principal amount due now is Rs. 9 lacs plus interest. On the other hand respondent states that it has already made over payment of Rs. 29,548. 19 and the statement of account is filed by the respondent on 28. 5. 2002 in this behalf. The petitioner has disputed this statement of account. Be that as it may, it is not a case where any liability is firmed up. The matter can be thrashed out only after the statement of accounts are reconciled or evidence is led in this respect and it can be only in proper civil proceedings and not in the present case where company proceedings are of summary nature. Be that as it may, it is not a case where any liability is firmed up. The matter can be thrashed out only after the statement of accounts are reconciled or evidence is led in this respect and it can be only in proper civil proceedings and not in the present case where company proceedings are of summary nature. Insofar as purported acknowledgments are concerned, in view of the explanation given by the respondent and also contradiction shown in the amount due, it may not be possible to act upon those letters in these proceedings without giving proper opportunity to the respondent to prove its case by adducing proper evidence. It is also to be borne in mind that the respondent has acted bona fide in giving away substantial sum, namely, Rs. 13. 25 lacs during the pendency of these proceedings and according to the respondent now no other amount is due and rather it has over paid. For all these reasons, I am not inclined to exercise my discretionary jurisdiction in these proceedings. ( 7 ) THIS petition is dismissed accordingly. .