Fair Village Private Limited vs Mr. Pranab Kumar Chakrabarty

Per: Bidisha Banerjee, Hon'ble Member (Judicial)

The present Company Petition has been filed under section 59 of the Insolvency and Bankruptcy Code, 2016 (hereinafter called "Code") by a corporate person, Fair Village Private Limited (CIN: U74999WB2017PTC220009) ("Corporate person" / "Company") through Mr. Pranab Kumar Chakrabarty, Insolvency Professional, having IBBI Registration No. IBBI/IPA-003/IP-N00088/2017-18/10826 to initiate Voluntary Liquidation proceedings under Code. The Corporate Person has complied with requisite formalities and procedure of liquidation as per law and has filed this Petition for its dissolution under section 59 of the Code.

The Corporate Person was incorporated, under the provisions of Companies Act, 2013, on 16.03.2017 as a Private Company Limited by Shares with Registrar of Companies, Kolkata. The Authorised Share Capital of the Corporate Person is Rs. 2,50,00,000 divided into 25,00,000 equity shares of Rs. 10/- (Rupees Ten only) each. The issued, subscribed and paid-up share capital of the Corporate Person is Rs.50,00,000/- consisting of 5,00,000 equity shares of Rs.10/- (Rupees Ten only) each.

The Registered office of the Corporate Person is situated at 25C/1, Belvedere Road, Alipur, Kolkata - 700027, West Bengal. The main object of the Corporate Person was to commence business to acquire, aggregate, develop, hold, purchase or take on lease, sell land for residential and commercial purposes. The details of the main objects are set out in the Memorandum of Association and article of association. Copy of memorandum and article of association is annexed as Annexure “B”.

The Corporate Person, at present, has three directors RAJIV KUMAR AGARWAL (DIN:00600735) and SANJIV KUMAR AGARWAL (DIN:00600704) as per the details available on MCA website.

It is submitted that the Corporate Person was not carrying any business. Accordingly, the Board of Directors (BOD) of the Corporate Person in their meeting held on 06/05/2025 resolved to Voluntarily Liquidate the Corporate Person by passing a resolution and filing Declaration of Solvency. All the Directors of the Corporate Person have declared on Affidavit dated 08.05.2025 that they have made full inquiry into the affairs of the Corporate Debtor and are of the opinion that the Corporate Person will be able to pay its debts in full from the proceeds of assets to be sold in Voluntary Liquidation and the Corporate Person is not being liquidated to defraud any person. Declaration of solvency along with audited Financial statements and record of business operation of the company for the previous two years is annexed as Annexure “D”.

The members of the Corporate Person in their Extraordinary General Meeting held on 03.06.2025 passed a Special Resolution to Liquidate the Corporate Person voluntarily. Hence voluntary liquidation commencement date is 03.06.2025. Further, Mr. Pranab Kumar Chakrabarty, Insolvency Professional, was appointed as voluntary liquidator, having Registration No. IBBI/IPA-003/IP-N00088/2017-18/10826. Copy of special Resolution along with minute of Extraordinary General Meeting is annexed as annexure “F”.

The Liquidator made a public announcement of commencement of liquidation in Form A of schedule I as per regulation 14 of Insolvency and Bankruptcy Board of India (Voluntary Liquidation Process) Regulations, 2016 in the Business Standard (English newspaper) and in Aajkaal (Bengali newspaper) on 05.06.2025 inviting for the submission of claims. A copy of public announcement is annexed as Annexure "H". The initiation of voluntary liquidation was informed to Insolvency and Bankruptcy Board of India (IBBI). Copy of intimation about liquidation of the corporate person is annexed as Annexure "G".

The Petitioner has submitted the resolution for the commencement of liquidation and the appointment of a liquidator to the registrar of companies, West Bengal. A copy of the form along with paid challan and the appointment letter are enclosed and marked as annexure as Annexure "J".

The Liquidator received claims from the shareholders. Had prepared list of stakeholders. Copy of List of Stakeholder prepared under Regulation 30 of Insolvency and Bankruptcy Board of India (IBBI) is annexed as Annexure "L".

As per regulation 34 of IBBI (Voluntary Liquidation Process) Regulations, 2017, the Liquidator has duly opened a new Bank Account having account No 10236954625 in the name and style of "Fair Village Private Limited" with The Karnataka Bank Limited, Kolkata Overseas Branch for realisation and payment to the creditors and Members. Copy of letter submitted with the bank for closing bank account along with proof of confirmation is annexed as Annexure "M".

The Liquidator has submitted Preliminary Report as required under Regulation 9 of IBBI (Voluntary Liquidation Process) Regulation, 2017. A copy of preliminary Report is annexed as Annexure "K".

The copy of the Final Report of the Liquidator is annexed to the petition, which shows the realization and payment to the members of the Corporate Person, containing the details as required under Regulation 38 of IBBI (Voluntary Liquidation Process) Regulation, 2017. Copy of final Report is annexed as Annexure Q. The said Final Report of the Liquidator is submitted with the Registrar of Companies and sent to IBBI. Copies of final report along with compliance certificate is Annexed as Annexure "Q" and Copies of Form GNL-2 along with its challan and proof of service to the Registrar of Companies and IBBI are annexed as Annexure "Q".

The Liquidator has filed this petition before this Hon'ble Tribunal under section 59(7) of IBC seeking an order of dissolution of the Corporate Person. The shareholders have also authorised the applicant to file petition for the dissolution of the corporate person.

On examining the submission made by the Ld. Authorised Representative appearing for the petitioner and the documents annexed to the petition it appears that the affairs of the Corporate Person have been completely wound up, and its assets have been completely liquidated.

In view of the above facts and circumstances and the submissions made by the Liquidator the Corporate Person deserves to be dissolved. Accordingly, we at this moment direct that the Corporate Person shall be dissolved from the date of this order. Hence, the Company Petition (IB) No. 229/KB/2025 is allowed and disposed of.

The Petitioner is further directed to serve a copy of this order upon the Insolvency and Bankruptcy Board of India and Registrar of Companies, with which the company is registered, within fourteen days of receipt of this order. The Registrar shall take necessary action upon receipt of a copy of this order.

The Registry is directed to send e-mail copies of the order forthwith to all the parties and their Ld. Authorized Representative for information and for taking necessary steps.

Certified Copy of this order may be issued, if applied for, upon compliance of all requisite formalities.

File be consigned to the records.