ORDER : 1. Heard learned advocate Ms. Bhoomi M. Thakore for the applicant. 2. By this report under Section 481 of the Companies Act, 1956, the official Liquidator has prayed for dissolution of the company, named, M/s. Abhiyog Holdings Ltd(In Liquidation). 3. It is further stated on the report that vide order dated 21.02.2008 passed in COMP No.180 of 2007, the above-named company was ordered to be wound up and the Official Liquidator attached with this Court was appointed as the Liquidator of the above-named company with direction to take possession of all the assets of the company in liquidation. The Official Liquidator has been discharging its duties and function since then. 4. That pursuant to the order, the Official Liquidator deputed his Official at the Office of Registrar of Companies, Gujarat, Ahmedabad to inspect the records of the said company maintained by the office of the Registrar of Companies, Gujarat to find out the assets and properties, liabilities, address of Registered Office, factory premises, Secured Creditors, and names and addresses of the Ex-Directors of the company. 5. It is further stated in the report that the Official Liquidator after examination of records wrote letters to Ex-directors, Petitioning Creditors and all other concerned, the Official Liquidator deputed his officials and taken possession of Company’s Registered Office situated at 4th Floor, Vanijay Bhawan, Opp. Deewan Ballubhai School, Kankaria Road, Ahmedabad. Thereafter, the Official Liquidator filed compliance report bearing OLR No. 120 of 2008, interalia seeking ratification of taking possession of aforesaid Registered Office as well as also sought to constitute Asset Sale Committee comprising Official Liquidator and Dy. Registrar of this Court. 6. It is further stated on report that vide order dated 08.05.2008 passed in OLR No. 120 of 2008, rectified of the action of the Official Liquidator of taking possession of company’s registered office as well as also constituted Asset Sale Committee for sale of the asset of the company in liquidation. 7. It is further stated on report that vide order dated 14.10.2008 passed in Official Liquidator Report No. 207 of 2008 was pleased to confirm the sale of office No.410, situated at Vanijaya Bhavan, 4th Floor, Opp. Diwan Ballubhai School, Kankaria Road, Ahmedabad of the company in liquidation in favour of Rajasthan Gaud Brahmin Samity for an amount of Rs.5,40,000/-. 8. It is further stated on report that vide order dated 14.10.2008 passed in Official Liquidator Report No. 207 of 2008 was pleased to confirm the sale of office No.410, situated at Vanijaya Bhavan, 4th Floor, Opp. Diwan Ballubhai School, Kankaria Road, Ahmedabad of the company in liquidation in favour of Rajasthan Gaud Brahmin Samity for an amount of Rs.5,40,000/-. 8. It is stated on report that thereafter vide order dated 08.07.2021 passed in OLR No. 114 of 2021, this court was pleased to permit the Official Liquidator to invite claims from creditors and workmen of the company in liquidation under Section 529, 529A & 530 of the Companies Act, 1956 by publishing notice of invitation of claim in “Gujarat Samachar” Gujarati Script and “Economic Times” English Script both in Ahmedabad editions. However, the Office of the Official Liquidator has not received any claim from claimants of the company in liquidation (1) It is further stated on report the Official Liquidator most respectfully submits that on perusal List “E” i.e. Unsecured Creditor of Statement of Affairs filed by the ex-directors of the company in liquidation under Section 454 of the Companies Act, 1956, it seems that there are total 11 Unsecured Creditors of the company in liquidation and out of which two Unsecured Creditors company i.e. M/s. Nachmo Textile (M/s. Nachmo Knitex Ltd.,) and M/s. Argus Cloth Pvt. Ltd., both the companies are in liquidation pursuant to the orders passed by this Hon’ble Court and the Official Liquidator attached with this Hon’ble Court is the Liquidator of both the companies. Their total outstanding dues against company in liquidation is Rs.13,55,61,924/- and Rs.1,76,011/- respectively. 9. It is further submitted in the report that the Official Liquidator in view of direction in order dated 20.07.2022 passed in OLR No. 41 of 2022 disburse an amount of Rs.8,60,000/- lying in the account of the company in liquidation proportionately amongst M/s. Nachmo Knitex Ltd. (In Liqn.), and M/s. Argus Cloth Pvt. Ltd., (In Liqu). 10. It is stated in report that in compliance of the aforesaid order, the Official Liquidator has transferred / disbursed an amount of Rs.8,18,000/- and Rs.1,200/- in the account of M/s. Nachmo Knitex Ltd. (In Liqn.), and M/s. Argus Cloth Pvt. Ltd., (In Liqn.). 10. It is stated in report that in compliance of the aforesaid order, the Official Liquidator has transferred / disbursed an amount of Rs.8,18,000/- and Rs.1,200/- in the account of M/s. Nachmo Knitex Ltd. (In Liqn.), and M/s. Argus Cloth Pvt. Ltd., (In Liqn.). (2) It is stated on report that the Official Liquidator most respectfully submits that as on date the fund position in the account of the company in liquidation are as under:- Sr. No. Particulars Amount 1. Bank 7,187.67 11. It is further stated on report that a Company has been dissolved as per the provisions of Section 481 of the Companies Act, 1956, the Hon’ble Court may at any time within Two years of the date of dissolution, on application by the liquidator of the Company or by any other person who appears to the Hon’ble Court to be interested, make a request for an order, upon such terms as the Hon’ble Court thinks fit, declaring the dissolution to have been void in terms of the provisions of section 559 of the Companies Act, 1956 and thereupon such proceedings may be taken as might have been taken if the Company had not been dissolved. That the Official Liquidator craves leave for file an application before Hon’ble Court, if required, in the interest of justice as well as in the interest of shareholders of Company in Liquidation. 12. It is stated on report that, during the process, NOC/prior intimation letters for dissolution of the subject company were sent to the Registrar of Companies, Gujarat, Income-Tax Department, and Ex-directors of the subject company regarding proposed dissolution vide official Liquidator various letters dated 26.08.2022. That pursuant to the said letter the Official Liquidator has received letter from the Registrar of Companies, Gujarat vide its letter dated 14.11.2022 informed that they are having no objection if the company is dissolved. However, objection, if any, by any concerned, is not received by the Official Liquidator and therefore, the Official Liquidator humbly opine that the subject company may be dissolved at the earliest by suitable order of this Hon’ble High Court. 13. It is further stated on report that the Official Liquidator most respectfully submits in compliance of Rule 281 of the Companies (Court) Rules, 1959, the Official Liquidator has appointed M/s. P. C. Rathod & Co., Chartered Accountants for Auditors’ Certificate. 13. It is further stated on report that the Official Liquidator most respectfully submits in compliance of Rule 281 of the Companies (Court) Rules, 1959, the Official Liquidator has appointed M/s. P. C. Rathod & Co., Chartered Accountants for Auditors’ Certificate. It is further most respectfully submits that as per Balance Certificate dated 04.11.2022 issued by M/s. M/s. P. C. Rathod & Co., Chartered Accountants. 14. It is stated on the report that it is not possible to proceed with the winding up of the Company in Liquidation for want of funds and assets. Relying upon the judgment of the Apex Court in the case of Meghal Homes Pvt. Ltd. Vs. Shree Niwas Girni K.K. Samiti, reported in (2007) 7 SCC 753 , it is contended by the Official Liquidator that this Court may pass appropriate order of dissolution of the Company in liquidation. 15. The Official Liquidator has also further averred in the report that as per the provision of Section 481 of the Companies Act, 1956 “when the affairs of a company have been completely wound up or when the Court is of the opinion that the Liquidator cannot proceed with the winding up of a company for want of funds and assets or for any other reason whatsoever and it is just and reasonable in the circumstances of the case that an order of dissolution of the company should be made, the Court shall make an order that the company be dissolved from the date of the order and the company shall be dissolved accordingly. 16. Having heard the learned advocate for the Official Liquidator and on perusal of the record of this report and in facts of this case and considering the ratio laid down by the Apex Court in the case of Meghal Homes Pvt. Ltd.(supra), the report deserves to be accepted. The Company, named, M/s. Abhiyog Holdings Ltd. Ltd. (In Liquidation) is hereby dissolved under Section 481 of the Act and the Official Liquidator attached to this Court stands discharged and is relieved as liquidator of M/s. Abhiyog Holdings Ltd.(In Liquidation). 17. The Company, named, M/s. Abhiyog Holdings Ltd. Ltd. (In Liquidation) is hereby dissolved under Section 481 of the Act and the Official Liquidator attached to this Court stands discharged and is relieved as liquidator of M/s. Abhiyog Holdings Ltd.(In Liquidation). 17. The official liquidator is also permitted to make payment towards professional fees of Rs.1,500/- to M/s. P. C. Rathod & Co., Chartered Accountants towards preparation of Auditor’s Certificate from Account of the company in liquidation maintained by the Office of the Official Liquidator and may be pleased permit the Official Liquidator to transfer the remaining fund to the Common Pool Account maintained by the Office of the Official Liquidator. 18. In case of any difficulty, the affected party, if aggrieved with the present order, may apply for reviewing the same as per the provisions of Section 559 of the Companies Act,1956. Accordingly, the report is allowed in the aforesaid terms.