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Judgment
Per: SAMEER KAKAR, MEMBER (TECHNICAL)
This is a Company Petition filed by the Liquidator in relation to the voluntary liquidation of M/s. Penske Supply Chain Solutions India Private Limited with CIN: U60200TN2014FTC097509 under Section 59(7) of the Insolvency and Bankruptcy Code, 2016 (hereinafter referred to as “IBC, 2016”), seeking dissolution of the Company.
The Applicant Company was incorporated on 25.09.2014 under the provisions of the Companies Act, 2013. The main object of the Company is to “To engage in distribution center management, transportation management, and general supply chain and logistics services...” The details of the main objects are set out in the Memorandum of Association which is filed along with the typed set.
It is stated in the Petition that as the business operations of the company has been discontinued and non operational since 2019. Hence in the Board meeting conducted on 24.09.2021 it was resolved to recommend the company “” for voluntary liquidation under Section 59 of the IBC, 2016. Further in the EOGM held on 18.11.2021, the shareholders of the company, passed a special resolution for voluntary liquidation and appointed Applicant “C.Ramasubramaniam” with Reg No. IBBI/IPA-002/IP-N00052/2016-17/10096 to act as the Liquidator.
It was submitted that the Applicant herein has conducted the Voluntary Liquidation process in respect of the Company in Liquidation in accordance with the IBBI (Voluntary Liquidation Process) Regulations, 2017. The details the relevant compliances as mandated under Section 59 of the IBC, 2016 read with the IBBI (Voluntary Liquidation Process) Regulations, 2017 are listed hereunder:-
| S.NO | COMPLIANCE | AVERMENTS | PAGE NO. IN THE APPLICATION |
|---|---|---|---|
| 1 | Sec. 59 (3) | Board Resolution minutes dated 24.09.2021 recommending the company for Voluntary liquidation | 110-120 |
| 2 | Sec. 59 (3) | Audited Financial statements for the years 2018-19, 2019-20 and 2020-21. | 47-103 |
| 3 | Sec 59 (3) (c) And Reg 3 (1)(c) | EGM dated 18.11.2021 approving the voluntary liquidation | 135-137 |
| 4 | Section 59 (4) and Reg 3 (2) | Declaration of solvency filed with ROC in Form GNL-2 | 138-140 |
| 5 | Section 59 (4) and Reg 3 | Special Resolution for voluntary liquidation passed by shareholders in EGM vide Form MGT-14 | 141-144 |
| 6 | Regulation 14 | Form A Public Announcement in Financial Express (English) and The Hindu (Tamil) | 145-148 |
| 7 | Section 178 of IT Act, 1961 | Intimation to the IT Department and request for NOC dated 20.11.2021 | 184 |
| 8 | Reg 9 | Preliminary report dated 01.01.2022 | 149 |
| 9 | Reg34 | Closure of Voluntary Liquidation Bank Account “A/c No. 2612266324 Kotak Mahindra Bank, Tyagaraya Nagar Branch ” | 183 |
| 10 | Reg 38 | Final report | 174 |
| 11 | Reg 38 | Final report in GNL-2 filed with the ROC | 177 |
| 12 | Reg 38 | Submission of Final Report to IBBI | 179 |
| 13 | Reg 38 | Form-H – Compliance certificate | 167-173 |
It is averred in para 13 of the Application that as there were no claim application filed before the Applicant; the amount lying in the voluntary liquidation account has been disbursed to the shareholders of the company i.e. Penske Logistics LLC, holding 99.99% and Penske Truck Leasing Company holding 0.01% of the paid up share capital of the company. Further, it was submitted that, the Liquidator has distributed the funds as follows:
DISTRIBUTION AS GIVEN IN FORM-H
(AMT IN LAKHS )
| Sl. No. | Stakeholders* under section 52 and 53 (1) | Amount Claimed | Amount Admitted | Amount Distributed | Amount Distributed to the Amount Claimed (%) | Remarks |
|---|---|---|---|---|---|---|
| (1) | (2) | (3) | (4) | (5) | (6) | (7) |
| 1 | Realization of Security Interest [Sec. 52(1)(b)] | |||||
| 2 | Liquidation Cost [Sec. 53(1)(a)] | 128.62 | ||||
| 3 | Workmen's Dues [Sec. 53(1)(b)(i)] | |||||
| 4 | Debts of Secured Creditors [Sec. 53(1)(b)(ii)] | |||||
| 5 | Wages and Unpaid Dues to Employees [Sec. 53(1)(c)] | |||||
| 6 | Debts of Unsecured Financial Creditors [Sec. 53(1)(d)] | |||||
| 7 | Government Dues + Amount Unpaid following Enforcement of Security Interest [Sec.53(1)(e)] | |||||
| 8 | Any remaining Debts and Dues [Sec. 53(1)(f)] | |||||
| 9 | Preference Shareholders [Sec. 53(1)(g)] | |||||
| 10 | Equity Shareholders [Sec.53(1)(h)] | 287.36 | ||||
| Total | 415.98 |
*If there are sub-categories in a category, please add rows for each sub-category.
Thus, on examining the submissions made by the Learned Counsel for the Applicant and after perusing the documents annexed to the Application it appears that the affairs of the Company have been completely wound up and the assets of the Applicant Company have been completely liquidated and as such the Applicant Company deserves to be dissolved. Accordingly, in exercise of the powers conferred under Section 59(8) of IBC, 2016, we hereby order the dissolution of Penske Supply Chain Solutions India Private Limited and the Applicant Company shall stand dissolved from the date of this order. Accordingly, the Company Application stands allowed.
The Registry and the Liquidator are directed to serve a copy of this order upon the Registrar of Companies, Chennai, and also to IBBI, within 14 days from the date of this Order.