THE HON’BLE SRI JUSTICE B.SESHASAYANA REDDY Company Application No.821 of 2011 Date:03rd August, 2011 Between: M/s.Integrated Components (P) Ltd. (in liquidation), Rep. by the Official Liquidator, High Court of A.P., Hyderabad. …Applicant *** THE HON’BLE SRI JUSTICE B.SESHASAYANA REDDY Company Application No.821 of 2011 ORDER: This Company Application has been taken out by the Official Liquidator representing M/s. Integrated Components (P) Limited (in liquidation), under Sections 457(1)(e) r/w.Sec.460(4) of the Companies Act, 1956, (for short, ‘the Act’) r/w. Rules 9, 275 and 276 of the Companies (Court) Rules, 1959, (for short, ‘the Rules’) seeking certain directions, inter alia, for payment of full and final dividend along with interest @ 4% p.a. from the date of winding up order to the creditor/workmen/employees of the Company (in liquidation) and for related and ancillary reliefs. 2. This Court, by order, dated 25.03.1996, made in Company Petition No.81 of 1995, directed for winding up of M/s.Integrated Components (P) Limited and appointed the Official Liquidator attached to this Court as its liquidator. The Company’s assets were seized by APSFC prior to the winding up of the Company and the same were sold by the APSFC for an amount of Rs.30.15 Lakhs on 18.12.1998. As the APSFC has not obtained leave of the Company Court under Section 446 of the Act, the workmen of the Company (in liquidation) filed W.P.No.21344 of 1996 seeking declaration that the said seizure and sale of assets by the APSFC as void. Subsequently, the employees union of the Company (in liquidation) also filed W.P.No.18076 of 2001 against the secured creditors to deposit the sale proceeds before the Official Liquidator. Both the above writ petitions came to be disposed of on 23.02.2004 by a common order directing the APSFC to deposit the entire sale proceeds before this Court. The APSFC carried the matter in appeals by filing Writ Appeal Nos.969 and 997 of 2004 and the said appeals came to be disposed of by a common order, dated 21.07.2006, directing the workmen to file their claims with the Official Liquidator. Pursuant to the directions given by the Division Bench in the above referred appeals, the workmen filed their claims in Form No.67 before the Official Liquidator on 20.07.2006 and thereupon the Official Liquidator adjudicated their claims in Form No.69. Subsequently, two workmen namely M.Srinivasa Rao and M.L.Narasimha Rao, aggrieved by the order passed by the Official Liquidator, preferred an appeal in Company Appeal No.6 of 2007. This Court, by order, dated 18.01.2008, disposed of the said Company Appeal and directed the Official Liquidator to reconsider the claims in respect of the two workmen viz., M.Srinivasa Rao and M.L.Narasimha Rao. Accordingly, the Official Liquidator completed the re-adjudication and issued Form No.69 on 25.03.2008 admitting an amount of Rs.12,27,999.10 ps. as secured debt and Rs.1,39,473.25 ps. as unsecured debt and Rs.90,803.85 ps. as preferential debt. 3. This Court, by order, dated 11.09.2008, passed in Company Application No.647 of 2008 directed the Official Liquidator to invite the claims against the Company (in liquidation). Accordingly, the Official Liquidator invited the claims from the creditors by fixing the last date of submission of claims on or before 07.11.2008. In response to the notice, Indian Overseas Bank placed on record its claim. The claim of the Indian Overseas Bank came to be adjudicated by the Official Liquidator by issuing Form No.69 on 17.12.2008. Thereafter, the Official Liquidator filed Form No.71 vide Company Application No.1681 of 2008, which was taken on record. This Court, by order, dated 02.02.2009, passed in Company Application Nos.627 and 1681 of 2008, directed the Registrar of the High Court to remit an amount of Rs.22,58,294/- with accrued interest, if any, to the Official Liquidator towards dividend payable to workmen and other incidental expenditure. The Registrar of the High Court under letter dated 07.03.2009 had remitted an amount of Rs.30,14,765/- to the office of the Official Liquidator. The Official Liquidator declared the dividend to the workmen 100% for Rs.12,27,999.10 ps. and Rs.8,00,000/- to the Indian Overseas Bank @ 47% which holds a 2nd charge on the fixed assets of the Company (in liquidation) and the said sum works out to a dividend of about 47% of their admitted secured debt. The said dividend came to be paid by the Official Liquidator. This application has been filed for declaration of second and final dividend. 4. Heard learned counsel appearing for the Official Liquidator and perused the material brought on record. 5. Since the Official Liquidator has considered the availability of the amount and arrived at the dividend payable to the secured creditors/workmen employees, there cannot be any impediment in declaring the dividend to the secured creditors/workmen/ employees of the Company (in liquidation) as full and final dividend along with 4% p.a. interest from the date of winding up order until the date aggregating to a sum of Rs.8,61,097.15 ps. The Official Liquidator is authorised to open a separate dividend account in Punjab National Bank and to pay the dividend to the workmen out of the said account in terms of Rule 290 of the Rules. Publication of notice of dividend in newspapers is dispensed with. The Official Liquidator is authorised to send individual notice of dividend to the workmen in Form No.138 along with Form No.139. The Official Liquidator shall transfer the un- paid dividend, if any, remaining in the dividend account after the expiry of the 6 months period to Companies Liquidation Account, in terms of Section 555 of the Act. The Official Liquidator is authorised to pay the dividend due to any deceased workmen/creditor to his legal heirs upon production by such legal heirs a family member certificate issued by the Mandal Revenue Officer or such other certificate instead of producing a succession certificate as regards his/her right to receive dividend on behalf of the deceased workmen and also upon furnishing personal indemnity in terms of Rule 280 of the Rules. 6. Accordingly, the Company Application is allowed. No costs. _____________________ B.SESHASAYANA REDDY, J Date:03rd August, 2011. cs THE HON’BLE SRI JUSTICE B.SESHASAYANA REDDY Company Application No.821 of 2011 Date :03rd August, 2011