JUDGMENT A. K. PATNAIK, J. : This is an application filed under Sections 433, 434 and 439 of the Companies Act, 1956 by the petitioner for winding up of the Orissa Bridge Construction Corporation Ltd., (for short, “the Company”). 2. The case of the petitioner is that the petitioner and the Company entered into an agreement on 24th of December, 1993 whereunder the petitioner agreed to execute the job of “Rehabili¬tation work on H.L. Bridge over river TEL on Bolangir-Bhawanipatna Road near Belgaon on S.H.2” in accordance with the specification and the terms and conditions contained in the price bid of the petitioner in his letter dated 10.4.1993, detailed tender call notice of the Company with subsequent modification as per discussions held with the representatives of the petitioner and the letters dated 8.5.1993, 27.8.1993, 20.9.1993 and 24.9.1993 of the petitioner. Pursuant to the said agreement, the petitioner started the work with a view to finish the same by 15.5.1994 and the petitioner informed the Company that work on two spans was taken up simultaneously but under the direction of the Deputy Project Manager of the Company in his memo No.340 dated 9.3.1994, the work was stopped. The General Manager of the Company then issued letter No.931 dated 3.5.1994 to the petition¬er to resume the work in the third span from Belgaon side without delay pending load test for the second span of the bridge but the payment was not released. The petitioner therefore served a notice dated 14.7.1995 on the Company for making the payment to the petitioner. A final bill was prepared by the opposite parties for the work done by the petitioner and was kept for being passed for payment and a memo dated 24.8.1995 was issued by the Company to the petitioner raising some points for compliance by the petitioner. The petitioner clarified the said points in its letter dated 7th of October, 1995 but no payment was made by the Company towards the final bill. The petitioner has thus filed this petition for winding up of the company under the provisions of the Companies Act for non-payment of an amount of Rs.3,07,719.94 paise. 3. The petitioner clarified the said points in its letter dated 7th of October, 1995 but no payment was made by the Company towards the final bill. The petitioner has thus filed this petition for winding up of the company under the provisions of the Companies Act for non-payment of an amount of Rs.3,07,719.94 paise. 3. A counter affidavit has been filed on behalf of the Company stating therein inter alia that the work entrusted to the petitioner was a time-bound project and that there was considera¬ble delay in completion of the same and although the Company requested the petitioner to resume the work a number of times, such requests were of no avail. It is further stated in the said counter affidavit that the petitioner did not complete the said work and also did not apply for extension of time though the period for completion of the said work expired on 28.2.1994. It is also stated in the said counter affidavit that the petitioner neither made arrangement for test checking of the work in respect of span No.2 nor resumed work in span No.3. Regarding payment of final bill, it is stated in the counter affidavit that the final bill was prepared and the petitioner was requested to comply with the objections raised in the letter dated 24.8.1995 of the Compa¬ny, but the petitioner only submitted a reply and did not comply with the objections. It is also stated in the counter affidavit that pursuant to order dated 26.8.1996 passed by the High Court in a writ petition O.J.C. No.8681 of 1996, the Company finalised the bill and remitted Rs.9,864/- through a bank draft towards full and final settlement of the claim of the petitioner and the said bank draft was received by the petitioner on 26.11.1996 and therefore no further claim of the petitioner can be entertained by the Company. 4. At the hearing, Mr. P.C. Misra, learned counsel for the petitioner, submitted that it is a fit case in which the Court should pass an order for winding up of the Company on the ground that the Company is unable to pay its debt to the petitioner. Mr. 4. At the hearing, Mr. P.C. Misra, learned counsel for the petitioner, submitted that it is a fit case in which the Court should pass an order for winding up of the Company on the ground that the Company is unable to pay its debt to the petitioner. Mr. P.K. Ray, learned counsel for the Company, on the other hand, submitted that the Company bona fide disputes its liability for the debt claimed by the petitioner and in any case, no statutory notice as provided in Section 434 of the Companies Act, 1956 has been served at the registered office of the Company and this is not at all a case where the Court should pass an order for wind¬ing up of the Company. 5. In M/s. Madhusudan Gordhandas & Co. V. Madhu Woollen Industries Pvt. Ltd., AIR 1971 SC 2600 , the Supreme Court has held : “20. Two rules are well settled. First, if the debt is bona fide disputed and the defence is a substantial one, the Court will not wind up the company. The Court has dismissed a petition for winding up where the creditor claimed a sum for goods sold to the company and the company contended that no price had been agreed upon and the sum demanded by the creditor was unreasona¬ble. (See London and Paris Banking Corporation, (1874)19 Eq 444). Again, a petition for wining up by a creditor who claimed pay¬ment of an agreed sum for work done for the company when the company contended that the work had not been properly was not allowed. (See Re. Brighton Club and Norfolk Hotel Co. Ltd., (1865) 35 Beav. 204).” It will be clear from the aforesaid decision of the Supreme Court that if the debt is bona fide disputed by the Company and the defence is a substantial one, the Court will not pass an order for winding up of the Company. In the English decision of Re. Brighton Club and Norfolk Hotel Co. Ltd., referred to in the observations of the Supreme Court quoted above, a petition for winding up by a creditor who claimed for an agreed sum for the work done for the company was not allowed when the company con¬tended that the work had not been done properly. Applying the aforesaid law laid down by the Supreme Court in Madhusudan Gord¬handas & Co. Applying the aforesaid law laid down by the Supreme Court in Madhusudan Gord¬handas & Co. V. Madhu Woollen Industries Pvt. Ltd. (supra), I find that in the present case the Company has taken a defence that the work entrusted to the petitioner was not completed within time and the petitioner did not resume work in respect of the third span of the bridge and also did not comply with the objections raised in the letter dated 24.8.1995. This is thus a case where the debt claimed by the petitioner is bona fide dis¬puted by the Company and the defence taken by the Company is a substantial one. 6. Further, Section 434 of the Companies Act, 1956 pro¬vides that a company shall be deemed to be unable to pay its debts if the creditor to whom the company is indebted any sum exceeding Rs.500/- then due, has “served on the company, by causing it to be deliv¬ered at its registered office, by registered post or otherwise a demand under this hand requiring the company to pay the sum so due” and the company has for three weeks thereby neglected to pay he sum, or to secure, or to compound for it to the reasonable satisfaction of the creditor. In this case, no such demand ap¬pears to have been served by the petitioner on the company at its registered office by registered post or otherwise. 7. For the aforesaid reasons, I am not inclined to pass any order for winding up of the Company and this petition for winding up of the Company is accordingly dismissed. Petition dismissed.