Liquidator Of M/s. Evergo Stock India Pvt Ltd

This is a Company Petition filed by the Liquidator in relation to the voluntary liquidation of M/s. Evergo Stock (India) Private Limited under Section 59(7) of the Insolvency and Bankruptcy Code, 2016 (hereinafter referred to as “IBC, 2016”), seeking dissolution of the Company.

The Petitioner Company was incorporated on 16.05.1996 under the provisions of the Companies Act, 1956. The main object of the Company was to act as Share and Stock Broker, Underwriter, Broker to Issues ,dealer in securities, purchase and sale of securities, buying and selling of shares and securities, merchant banking, market makers, registrars to issue, share transfer agents, portfolio management, investment counselling, fixed deposit brokers, financial consultants, financial and discount brokers, advisors to the issue and consultants to the issue.

It is stated that the Company discontinued its business operations since the financial year 2023-24. Further, the Company does not have any plan to revive its business operations and accordingly the management was of the opinion that it would be in the interest of all stakeholders to voluntarily liquidate the Company. The Directors of the Company executed the Declaration of Solvency as required by Insolvency and Bankruptcy Code, 2016 and approved the voluntary liquidation of the Company in the meeting held on 21.08.2023. (Copy of declaration signed by the Directors of the Company is marked and annexed as Annexure III, Copy of certified true copy of the Board Resolution dated 21.08.2023 is enclosed as Annexure IV along with this Application typeset).

It is stated that the Shareholders of the Company in the meeting held on 25.08.2023 approved the voluntary liquidation of the Company and appointed the Applicant herein, CS IP Sandeep Kulkarni, as voluntary liquidator of the Company. (certified copy of the Special Resolutions passed on 25.08.2023 is marked and annexed as Annexure V).

It is stated 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:-

The details of Realization during the Voluntary Liquidation Process are as below;

The details of Distribution to the stakeholders during the Voluntary Liquidation Process are as below;

This tribunal vide order dated 24.06.2024 had made an observation that the amount realized does not match with the amount distributed.

In pursuant to the order dated 24.06.2024 of this Tribunal, the Applicant filed a clarification memo vide SR No. 3663 dated 19.07.2024.

It is stated that, as on the date of commencement of voluntary winding up i/e., 25.08.2023, the company had a cash and bank balance of Rs. 36,69,731.27, assets of Rs. 95000 and investments in 5772.04 units in the AXIS mutual fund long term equity fund for an amount of Rs.5,00,000, totalling to Rs. 42,64,731.27. The Company after meeting liquidation expenses of Rs.1,72,525 realised a net distributable bank balance of Rs. 35,88,780.27 and the mutual funds investment of Rs.5,00,000 totalling to Rs.40,88,780.27.

It is stated that, the investments in AXIS Mutual Fund- Long Term Equity Fund under folio 904132415246 was for 5772.04 units at a cost of Rs.500,000 and were made on 13/10/2021 and the same can be redeemed for cash only on or after 13/10/2024 or thereafter on the expiry of lock in period of 3 years. Hence this asset falls under the purview of Regulation 35(3) of the IBBI (Voluntary Liquidation Process) Regulation 2017. It is further averred that the value of the investments as on the date of meeting of contributories was Rs. 4,77,578.59.

It is stated that, the Applicant in accordance with Regulation 35(3) and after duly calling and holding meeting of contributories of the Company, obtained their approval for assignment of the assets at a value of Rs. 4,77,578.59 to one of the stakeholders and obtained consents and No Objection Certificate from other contributories. (The documents related to the meeting of the Contributories and their consents are marked and annexed as Annexure XII -Page 166 to 185 of the Application typeset.)

The Applicant has provided the calculation for the distribution of the assets after taking in to consideration of the value of Mutual Fund investment value at Rs.4,77,578.59 and is extracted hereunder

The Applicant has also attached the Audited Accounts of Liquidation dated 02.01.2024, showing receipts and payments pertaining to Evergo Stocks (India) Private Limited in Voluntary Liquidation for the period 25/08/2023 to 19/12/2023. The audited accounts is extracted here below;

Thus it is observed that the Company under Voluntary Liquidation- Evergo Stock (India) Private Limited had invested in 5772.04 units in AXIS Mutual Fund Long Term Equity Fund under folio 904132415246 valued at Rs. 4,77,579 which has been assigned to Mrs. Meera Subramonian, a shareholder of the Applicant Company, as per the consent given by the Contributories in the meeting held in accordance with the Regulation 35(3) of the IBBI (Voluntary Liquidation Process) Regulation, 2017.

Thus, on examining the submissions made by the Applicant and perusing the documents annexed to the Application we find 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 order dissolution of Evergo Stock (India) Private Limited. The Applicant Company shall stand dissolved from the date of this order. Accordingly, the CP(IB)/11/CHE/2024 stands allowed.

The Registry and the Liquidator are directed to serve a copy of this order upon the Registrar of Companies concerned, and also to IBBI, within 14 days from the date of this Order.