THE HON'BLE Ms. JUSTICE G.ROHINI COMPANY APPLICATION No.1522 OF 2010 AND COMPANY APPLICATION No.1523 OF 2010 IN C.P.No.58 of 2000 Dated: 24.12.2010 Between: M/s. Anasuya Spinners Limited ..... Applicant The Court made the following:- THE HON’BLE Ms. JUSTICE G. ROHINI COMPANY APPLICATION No.1522 OF 2010 AND COMPANY APPLICATION No.1523 OF 2010 IN C.P.No.58 of 2000 COMMON ORDER: The Official Liquidator attached to this Court representing M/s. Anasuya Spinners Limited, the company in liquidation is the applicant in these two applications. C.A.No.1522 of 2010 is filed under Section 460 (4) of the Companies Act read with Rule 167 of the Companies (Court) Rules, 1959 to condone the delay in filing the Certificate in Form No.71 with respect of the adjudication of the claims of the secured creditors of the company in liquidation and to take the Certificate in Form No.71 on record. C.A.No.1523 of 2010 is filed to declare a dividend to the secured creditors of the company in liquidation and for other reliefs as under : “i. declare a dividend @ 31.19% in a rupee to secured creditors, aggregating to a sum of Rs.1,00,67,308.60ps. as detailed in the statement marked as Annexure-B. ii. authorise Official Liquidator to open a separate dividend account in Punjab National Bank and to pay the dividend to the secured creditors out of the said account, in terms of Rule 290 of the Companies (Court) Rules, 1959. iii. dispense with the publication of notice of dividend in newspapers as the dividend is sought to be paid to only three secured creditors. iv. authorise Official Liquidator to send individual notices of dividend to Form No.138. v. authorise Official Liquidator to fix the schedule for making payment. vi. authorise Official Liquidator to transfer the un-paid dividend, if any, remaining in the dividend account, after the expiry of the 6 (six) months period to Companies Liquidation Account, in terms of Section 555 of the Companies Act, 1956. vii. authorise Official Liquidator to take all necessary actions and steps which are incidental to declaration and payment of dividend and to effectively implement the orders of this Hon’ble Court in that regard. viii. order that the costs of this application do come out of the Estate of the Company (In Liqn.)” I have heard Sri M. Anil Kumar, the learned counsel for the Official Liquidator. M/s. Anasuya Spinners Limited was directed to be wound up by this Court by order dated 20.11.2000 made in C.P.No.58 of 2000 and the Official Liquidator attached to this Court was appointed as its Liquidator. Pursuant thereto, having taken possession of the assets of the company, the Official Liquidator sold the same. Thereafter in terms of the order passed by this Court in C.A.Nos.2895 and 2897 of 2003, dated 24.12.2003 and subsequent order made in C.A.No.516 of 2006, the Official Liquidator disbursed first and second interim payments to the secured creditors – IDBI, Canara Bank and SBI out of the sale proceeds. Subsequently in pursuance of the order passed by this Court in C.A.No.279 of 2004 dated 1.4.2004 the Official Liquidator invited the claims from the creditors of the company in liquidation by publishing a notice in Form No.63 in the newspapers dated 9.4.2004 fixing the last date for receipt of claims as 27.4.2004. In response to the same, 10 claims were received and all the said claims were duly adjudicated and Form No.69/70 was issued admitting / rejecting their claims as contemplated under Rule 163 of the Companies (Court) Rules, 1959. While stating that in view of adjudication of all the claims received it is just and necessary that the creditors whose claims have been admitted as secured debt be declared their entitled dividend, the Official Liquidator furnished a statement of the amounts available for distribution of dividends in Annexure-B. As could be noticed from the said statement, a sum of Rs.1,00,67,308-60 ps @ 31.19% can be declared and disbursed to the 3 secured creditors of the company in liquidation in terms of Section 529-A of the Companies Act. As the said statement is found to be in order, there cannot be any impediment for granting the permission to declare and disburse the dividend as proposed. However Rule 167 of the Companies (Court) Rules, 1959 provides that the Certificate in Form No.71 should be filed by the Official Liquidator within three months from the date fixed for submission of the proofs. In terms of the said Rule whereas the Certificate in Form No.71 in the present case should have been filed before this Court on or before 27.07.2004, the Form No.71 Certificate could be filed before this Court only on 10.12.2010 and thus there is a delay of about 2311 days in filing the Certificate in Form No.71. In the affidavit filed in support of the application, it is explained by the Official Liquidator that there was inordinate delay in receiving the evidence from the Commercial Tax Department – one of the claimants. Moreover though the BSNL made a belated claim on 20.04.2007, in spite of repeated letters from the office of the Official Liquidator, it had not submitted the proof of claim. In the meanwhile, as the office of the Official Liquidator had to concentrate on the process and adjudication of claims received from the other companies in liquidation, the file of M/s. Anasuya Spinners Limited remained pending for a long time. It is further stated that during the special drive initiated in the office of the Official Liquidator to clear all the pending claims for adjudication, the files relating to the creditors of the M/s. Anasuya Spinners Limited have been traced and immediately steps have been taken to complete adjudication of the said claims and the Certificate in Form No.71 has been placed before this Court in terms of Rule 167 of the Companies (Court) Rules, 1959. While stating that the delay in filing Form No.71 Certificate is only due to the circumstances explained above and it is neither wilful nor wanton, it is prayed to take on record the said certificate by condoning the delay. It is true that the certificate in Form No.71 should be filed within three months from the date of fixing for submission of proofs. However, the explanation offered by the Official Liquidator in the affidavit filed in support of the application shows that the delay was occasioned for genuine reasons and there is no reason to hold that the delay had occurred in the office of the Official Liquidator deliberately or on account of negligence. Rule 167 read with Rule 7 of the Companies (Court) Rules, 1959 confers very wide powers for enlarging the time fixed by the rules to meet the ends of justice. It is also relevant to note that the condonation of the delay in the present case does not adversely affect the rights of any of the parties, but on the other hand it would enable the winding up proceedings to reach the logical conclusion. Hence, I deem it appropriate to condone the delay in filing the Certificate in Form No.71. Accordingly, the delay in filing the Certificate in Form No.71 is hereby condoned and the said certificate is taken on record with a direction to the Registrar to notify the same as provided under Rule 169 of the Companies (Court) Rules, 1959. So far as the dividend proposed to be declared and disbursed to the secured creditors of the company in liquidation is concerned, the learned counsel for the Official Liquidator submits that the proposals made in the Annexure-B statement are in order. Hence the Official Liquidator is hereby permitted to declare and disburse the dividend as proposed. Since the dividend is proposed to only to the secured creditors of the company in liquidation, the publication of notice of dividend by advertisement in newspapers in Form No.137 is hereby dispensed with. Instead the Official Liquidator is permitted to send the notice of dividend to the creditors individually in Form No.138. Accordingly, all the reliefs sought by the Official Liquidator in C.A.No.1523 of 2010 are also hereby granted. In the result, both C.A.No.1522 of 2010 and C.A.No.1523 of 2010 are allowed. _____________ G. ROHINI, J Dt. 24.12.2010 Ivd/gbs