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Judgment
M.C. Jain, J.—M/S Hind Housing and Construction Ltd. (hereinafter referred as the Company in liquidation) was ordered to be wound up by this Court by order dated 16.4.1970 passed in Company Petition No. 18 of 1967. The Official Liquidator attached to this Court was appointed the Liquidator of the said company (in liquidation) as per Section 449 of the Companies Act. The Liquidator took possession of moveable assets and record of the company through District Magistrate, Lucknow. The company owned certain agricultural land in village Behsa and Mati, Pargana Bijnor. Tehsil and District Lucknow duly recorded in the relevant revenue records in the name of company (in liquidation). The Official Liquidator sought permission of this Court through report No. 51 of 1983 to sell the landed property of the company (in liquidation). By order dated 5.10.1983 this Court granted such permission to the Official Liquidator. When the Official Liquidator got the revenue records verified on 7.3.1988, it transpired that the entire land left over in the aforesaid villages belonging to the company (in liquidation) had been acquired by A.D.M. (Acquisition)/Competent Authority, Land Ceiling, vide order and judgment dated 6.1.1988 in Case No 1/2/12/32/94 of 1987-88. State v. Ram Chandra Gurnani under the U.P. Imposition of Ceiling on Land Holdings Act, 1960, the Official Liquidator then made an application to this Court complaining that the entire proceedings under the U.P. Imposition of Ceiling on Land Holdings Act 1960 were null and void and without jurisdiction for the reason that after the winding up orders, the property in question belonging to company (in liquidation) had come in the sustody of the court and were thus custodia legis through the Official Liquidator. No proceedings under the aforesaid Ceiling Act of 1960 could take place without the permission of this Court u/s 446 of the Companies Act.
By order dated 27.7.1994 this Court allowed the application of the Official Liquidator whereby the order dated 6.1.2988 declaring the land of the company (in liquidation) as surplus was quashed with the result the said land was to be deemed to be belonging to the company (in liquidation) under the custody of the court thourgh Official Liquidator. The above is the background concerning the application A-16 made by 4 applicants, namely, Kailash Nath Bajpai, Amitabh Adhar, Radha Krishna Gupta and Mahendra Kumar.
The company (in liquidation), Additional Tehsildar, Sadar Lucknow Sub-Divisional Officer, Lucknow and the Commissioner, Lucknow have been arrayed as Respondents. The case, as set up by the applicants, is that the winding up order had been passed by this Court on 16.4.1970 on a petition having been filed by M/S Krishna Brick Field, Allahabad.. The company filed Special Appeal No. 364 of 1970 in which stay order was passed on 22.4.1970, staying the operation of the winding up order which was confirmed on 2.11.1970. But the special appeal in question bearing Appeal No. 364 of 1970 was dismissed in default on 13.7.1973 and the application filed to restore the same was also dismissed on 20.7.1974. The winding up petition had been filed on 12.12.1967. Thus in fact there was no effective winding up order upto 13.7.1973. On 2.2.1972 Seth Hiranand Ram Chandra Gurnani, the then Managing Director executed three sale deeds in favour of Kailash Nath Bajpai, Amitabh Adhar and Kishori Saran. Another sale deed dated 4.2.1972 was executed in favour of Sita Ram. The present applicants No. 1 and 2 and predecessors of applicants 3 and 4 were bona fide purchasers for valuable consideration without any notice or knowledge of winding up proceedings pending against the company. To come to the point, their contention is that after the setting aside of the order of the ceiling authority dated 6.1.1988 whereby the land of the company (in liquidation) had been declared surplus, the position as it stood before 6.1.1988 has to be restored. They made an application for mutation, which was rejected by Respondent No. 2 on 3.7.1998 on the ground, that the vendor (Company in liquidation) did not have the title to sell the land . The relevevant prayers made by the applicants are the following:
(a-1) To issue suitable direction to Respondents no 2 & 3 for restoring the name of company in all revenue records as per the direction, contained in the judgment and order of this Hon''ble Court Dated 27.7.1994 (b) To issue a suitable direction for mutation of the applicants'' names in the relevant revenue records and Khatauni in respect of Land situated in village Mati, Pargana Bijnore, Tehsild and District Lucknow after Expunging the entry UNDER CEILING ACT, ADDITIONAL DECLARED LAND'' and restoring the position as existing before 6.1.1988.
The Official Liquidator has filed counter affidavit A -17 narrating the history of the case. He has also filed as Annexure 7 to his counter affidavit a copy of the order dated 13.8.1998 passed by the Additional District Magistrate (Supply)/Prescribed Authority (Ceiling) Lucknow in case No. 3 of 07-98, rejecting the application of the applicants dated 24.3.1998 for correction of papers. Rejoinder affidavit A-18 has been filed by the applicant Radha Krishna Gupta.
I Have heard Sri A.K. Gupta, Learned Counsel for the applications and Sri Sunil Ambwani, appearing from the side of Offical Liquidator. The submission of the learned Counsel for the applicants is that the applicants simply want the name of the company (In liquidation) to be mutated by way of correction in the revenue record in respect of the land in question which had been declared as surplus by the Ceiling Authority for the reason that the said order of declaring the land as surplus was quashed by this Court vide order dated 24.7.1994. On the other hand, Sri Sunil Ambwani has urged that actually the applicants have no locus standi to make any application in this behalf. The reason, according to him. Is that the so-called sale deeds have been executed by the Managing Director of the Company (in liquidation) in favour of the applicants and their predecessors after passing of the winding up order which could not legally be taken note of. Therefore, they now have no business to intermeddle and to stampede themselves.
I have considered the matter carefully. It is an admitted fact that the declaration of the land standing in the name of the company (in liquidation) as surplus by the Ceiling Authority came to be quashed by this Court''s order dated 27.7.1994. The resultant effect is that for all practical purposes, the declaration of land as surplus has to be ignored and the position as obtaining earlier to 6.1.1988 before the Ceiling Authority passed the order declaring the land as surplus has to be retrieved. Really speaking, it is the job of the Official Liquidator to take steps for the mutation of the land in the name of the company (in liquidation) again. The land continues to be custodia legis through him. Indeed, it has to be proceeded with in liquidation as per the relevant provisions contained in the Companies Act 1956. It is not very material that such a prayer for re-mutation of the land in question in the name of the company (in liquidation) has been made by the applicants. In the proper sense, it may be so taken that the applicants are simply inviting the attention of this Court to this aspect of the matter that after quashing of the order declaring the land a ssurplus it (land) should be recorded in the revenue papers in the name of the company (in liquidation) and the records should be corrected accordingly.
As per Section 441(2) of the Companies Act, in a case not covered by Sub-section (I) of the said section, the winding up of a company by the court shall be deemed to commence at the time of the presentation of the petition for the winding up. Therefore, winding up of the company in question which was wound up on 16.4.1970 shall be deemed to have commenced on 12.12.1967 when the winding up petition was presented by M/S Krishna Brick Field, Allahabad. The sale deeds in favour of the applicants and their predecessors stand still on a lower footing as the same were executed in 1972 viz., after the passing of the actual winding up order. The fact that for a certain period the winding up order remained stayed under the orders passed in Special Appeal would not make any difference. The Special Appeal was also ultimately dismissed. In this view of the matter, there can be no question of the applicants or their predecessors acquiring title in respect of the land covered by the sale deeds relied upon by them. The sale deeds have to be simply ignored. However, the land in question which was declared surplus by the Ceiling Authority by order dated 6.1.1988 must be ordered to be recorded back in the name of the company (in liquidation) through Official Liquidator for the obvious reason that the declaration of the land as surplus was quashed by this Court by order dated 27.7.1994.
It is, therefore, ordered that the land in question of Village Behsa and Village Mati, Pargana Bijnore, Tehsil and District Lucknow which was recorded in the relevant revenue records in the name of M/S Hind Housing Construction Ltd. (which was declared surplus by the order of the A.D.M. (Executive)/Land Ceiling Authority by order dated 6.1.1988 in Case No. 1/2/12/32/94 of 1987-88, State v. Ram Chandra Gurnani under the U.P. Imposition of Ceiling on Land Holdings Act, 1960, which was subsequently quashed by this Court vide order dated 27.7.1994) shall be recorded back in the revenue records in the name of the said company (in liquidation) through Official Liquidator by the authorities concerned (Respondents No. 2 and 3) within fifteen days of the production of a certified copy of this order, either by the Official Liquidator attached to the High Court, Allahabad or by any of the applicants of application No. A-16 9. Application A-16 stands disposed of accordingly.