ORDER : These two Company Petitions raise common issues of fact and law. Hence, they are heard and disposed of together. The petitioner in C.P.No.244/2013 and Pabba Bhim Shankar are natural brothers and they have floated the respondent-company as a Private Limited Company. The petitioner in C.P.No.243/2013 is the wife of the petitioner in C.P.No.244/2013. It is the case of the petitioners that they have advanced certain monies to the respondent by way of cheques and that under a Memorandum of Understanding entered into on 25-11-2012 (for short the MoU) between the petitioner in C.P.No.244/2013 and his brother, who is presently managing the respondent-company, it was agreed that the same will be taken over by one of the two brothers i.e., Pabba Bhim Shankar and that he will discharge all the liabilities already incurred by the company. As the claims of the petitioners for repayment of the monies stated to have been given to the respondent-company were denied by its Managing Director, they have filed these two Company Petitions for an order to wind up the respondent for non-payment of the debts. Separate counter-affidavits have been filed on behalf of the respondent. It will suffice if the averments in C.P.No.243/2013 are referred. It is inter alia stated in the counter-affidavit that the respondent-company was incorporated to run the family business started by Shiva Rajaiah who is the father of the Directors of the respondent- company; that the petitioner in C.P.No.244/2013 has taken over the management and high-handedly started running the same as per his whims and fancies; that he has manipulated the accounts and figures by even putting his personal expenses and pleasure trips on the companys account and that there were continuous disputes between the two brothers with regard to the management of the company and that finally at the intervention of their father and other relatives, amicable settlement was entered into under MoU dated 25-11-2012. That as per the said MoU the petitioner in C.P.No.244/2013 has resigned on 12-12-2012 and that no loans were advanced to the respondent-company by the petitioner. A specific plea was raised that all the entries in the company accounts were wrongly made. That as per the said MoU the petitioner in C.P.No.244/2013 has resigned on 12-12-2012 and that no loans were advanced to the respondent-company by the petitioner. A specific plea was raised that all the entries in the company accounts were wrongly made. It is further averred that the disputes with regard to the business of the respondent and other immovable properties were settled under arbitration which was reduced into a MoU on 25-11- 2012 signed by both the parties and that the said document has not referred to the alleged advances made by the petitioner to the respondent-company. It is also averred that as per the MoU, the elders have decided that the property situated at Medchal which was purchased in the joint names of the wives of both the brothers be sold to discharge the liability of the Bank and get the documents released; that accordingly the said property was sold under sale deed dated 12-12-2012 and the sale proceeds were credited into the Companys account which were paid to the Bank and the mortgaged property got released. Reply affidavits have been filed by the petitioners wherein they have reiterated their claim that they have advanced monies to the respondent. I have heard Sri Manu, learned counsel for the petitioners and Sri T. Surya Satish, learned counsel for the respondents. The sum and substance of the case of the petitioners is that while the petitioner in C.P.No.243 of 2013 has advanced certain monies under cheques, the petitioner in C.P.No.244/2013 claimed that besides advancing certain monies to the respondent, he is entitled to receive rents from the building which fell to his share and which is under occupation of the respondent-company. The respondent has seriously disputed these claims. It is not in dispute that a MoU was entered into on 25-11-2012 and the management of the respondent-company was taken over w.e.f. 31-12-2012, by the present Managing Director who represents the respondent in these cases. A perusal of the statement of account filed by the petitioner at page-73 of the material papers would show that six cheques were purportedly issued by the petitioner in C.P.No.243/2013 commencing from 2-3-2012 till 26-12-2012. A perusal of the statement of account filed by the petitioner at page-73 of the material papers would show that six cheques were purportedly issued by the petitioner in C.P.No.243/2013 commencing from 2-3-2012 till 26-12-2012. The learned counsel for the respondent has submitted that all these cheques were stated to have been issued prior to his client taking over the management and that as the husband of the petitioner in C.P.No.243/2013 was in management during the period when the cheques were stated to have been issued by the petitioner, they were issued with an obvious intention of manipulating the accounts and to make unjust enrichment. With regard to the bills claimed by the petitioner in C.P.No.244/2013, it is the specific case of the respondent that the petitioner owes liability towards rent of another house which fell to his (the respondents) share and that if the said amounts are adjusted against the rent payable to the petitioner in C.P.No.244/2013, there will be no liability on the respondent-company. Sri Manu, the learned counsel for the petitioners, relied upon para-7 of the counter-affidavit in C.P.No.243/2013 and submitted that the respondent has admitted the debt. In order to deal with this submission, it is necessary to reproduce the said para-7, hereunder: I further submit that even the disputes with regard to the business of the respondent company and other immovable properties was settled under the arbitration which was reduced into writing by the elders on 25/11/2012. The said document was duly signed by myself and the husband of the petitioner herein. There is no mention about the alleged advance made by the petitioner and borrowed by the respondent company which is directed to be repaid to the petitioner. In fact, as per the memorandum of understanding the elders had decided that the property situated at Medchal which was purchased in the joint names of my wife Smt. P. Padma and the petitioner herein was to be sold to discharge the liability of the bank and get the documents released. Accordingly, the said property was sold under sale deed dated 12-12-2012 and the sale proceeds were credited into companys account which was paid to the bank and the mortgaged property got released. In the event, the amounts that are allegedly borrowed by the company from the petitioner the same could have find place included in the settlement. Accordingly, the said property was sold under sale deed dated 12-12-2012 and the sale proceeds were credited into companys account which was paid to the bank and the mortgaged property got released. In the event, the amounts that are allegedly borrowed by the company from the petitioner the same could have find place included in the settlement. It is not out of place to submit that the petitioner claims to have advanced a sum of Rs.21,62,612/- as on 26/12/2012 when the petitioner claims to be a housewife. There is no source of income which is explained by the petitioner in the petition. This fact itself shows that the claim is made falsely by fabricating the accounts by the husband of the petitioner, whole running the family business. (Emphasis added) From a reading of the above quoted para, I do not find any admission of debt on the part of the respondent. On the contrary, there is a clear denial of the debt. The learned counsel for the petitioners submitted that in the said para, there is an admission that the property standing in the joint names of the wives of the petitioner and his brother i.e., the present Managing Director, was sold to discharge the liability of the Bank and for getting the documents released. It is not the pleaded case of the petitioners that for non-payment of the value of the share in the joint property that these Company Petitions are filed. Therefore, the said averment has no relevance. Section 433 of the Companies Act, 1956 envisages a remedy for the creditor of seeking dissolution of the company which is unable to pay its debts. In a long line of cases, it has been held that the jurisdiction under this provision shall not be invoked for enforcing payment of a disputed debt (See : M/s. Madhusudan Gordhandas & Co. Vs. Madhu Woollen Industries Pvt. Ltd. and Amalgamated Commercial Traders (P) Ltd. Vs. A.C.K. Krishnaswami and another ). On the facts of the case, there are serious disputes between the two brothers who were the Directors of the respondent-company. If a company raises a bonafide dispute with regard to the claim of its creditor, the Company Court will not adjudicate such disputed claim. A.C.K. Krishnaswami and another ). On the facts of the case, there are serious disputes between the two brothers who were the Directors of the respondent-company. If a company raises a bonafide dispute with regard to the claim of its creditor, the Company Court will not adjudicate such disputed claim. The fact that MoU dated 25-11-2012 entered between the parties did not refer to any of the alleged liabilities of the respondent itself would prima facie show that the dispute is bonafide. The pleadings and the material on record would clinchingly establish that the dispute raised by the respondent is bona fide one and not a mere cloak or moonshine to evade payment of debt. Therefore, the appropriate remedy for the petitioners is to avail common law remedies for recovery of the alleged debts due to them. For the above mentioned reasons, both the Company Petitions are dismissed, however, with liberty to the petitioners to avail appropriate remedies for recovery of the alleged debts. (1971) 3 SCC 632 1965(35) Comp. Cases 456 (SC)