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Judgment
This is an application filed under section 59(7) of the Insolvency and Bankruptcy Code, 2016 (the Code) by Mr. Harrish Khurana, Liquidator of M/s Teil Projects Limited (CIN: U74140DL2008PLC180897) (Corporate Person/Applicant/Petitioner) seeking the following prayers in terms of Section 59(7) of the Insolvency and Bankruptcy Code of 2016:
a)That the Hon'ble Tribunal may be pleased to take on records, the reports of the Voluntary Liquidator;
b)That the above named Company may kindly be ordered to be dissolved in terms in terms of the Section 59 (7) of the Insolvency and Bankruptcy Code of 20l6;
c)Issue such other orders or directions be given as this Hon'ble Tribunal may deem fit and proper in the facts and circumstances of the present case.
The Applicant Company was incorporated on 15.07.2008 under the Companies Act, 1956. The registered office of the Company is situated at Engineers India Bhawan 1 Bhikaiji Cama Place, New Delhi, India 110066. Therefore, this Bench has jurisdiction to deal with the present petition.
The company was setup and operated with an objective to bid for, accept and execute identified Engineering, Procurement and construction (EPC) projects in India and other countries on its own or associating as a consortium partner, in select sectors and to execute Engineering, procurement and construction (EPC) projects or work as per defined scope as a nominated subcontractor.
The Capital Structure of the Company is as follows:
| Particulars | Amount (in Rupees) |
|---|---|
| Authorised Share Capital | |
| 15000000/- equity Shares of Rs. 10/- each | 15,00,00,000/- |
Issued Capital/ Subscribed Capital / Paid up Capital 1,10,00,000 equity Shares of Rs. 10/- each | 11,00,00,000/- |
The Board of Directors of the Corporate Person comprise of the following:
A. Rama Kant Garg, DIN: 02071295
B. Anil Khandelwal, DIN: 02552099
C. Sanjay Gupta, DIN: 05281731
D. Satyanarayana Kasinadhuni, DIN: 07160142
E. Uday Vasantrao Lakhane, DIN: 07235036
The Shareholders of the Corporate Person comprise of the following:
S. No. | NAME OF SHAREHOLDERS | NO. OF EQUITY SHARES HELD OF INR 10/-EACH | PERCENTAGE HOLDING |
|---|---|---|---|
| 1. | Engineers India Limited | 55,00,000 | 50% |
| 2. | Tata Projects Limited | 55,00,000 | 50% |
The Board of Directors (BoD) of the Company, at its meeting held on 21.07.2016, decided to wind up the affairs of the Company by way of voluntary liquidation as per section 484 of the Companies Act 1956 on the ground that the objectives of forming the joint venture have not been realized. The Corporate Person has been incurring losses for the last several years, and since there appeared to be no promising future for the Corporate Person in view of business prospects and the constraints, the Board decided to wind up the Company. Accordingly, all the ongoing projects had already been completed by 31.12.2015.
It is submitted that the majority of the directors of the Corporate Person (Mr. Rama Kant Garg, Mr. Satyanarayana Kasinadhuni, Mr. Uday Vasantrao Lakhane and Mr. Sanjay Gupta), along with its President & CEO Mr. D.K. Gupta, pursuant to the Board meeting held on 21.07.2016, have given the Declaration of Solvency in Form No. 149 under section 488 of the Companies Act, 1956, embodying a statement of assets and liabilities as at 30.06.2016, and that the company has no secured creditors, no financial liability to pay except for trade payables to the tune of Rs. 34,10,942/-_(Rupees Thirty Four Lakhs Ten Thousand Nine Hundred Forty-Two only) . Further, the directors of the company confirmed that the company is not being liquidated to defraud any person, the Company has not committed any default and that the Company has made sufficient provision for preservation of records after dissolution, and confirmed that the company will be able to pay its debts in full within a period of nine months from the commencement of the winding up. The declaration of solvency is extracted herein below:
The declaration of solvency was filed by the Corporate Person, with the Registrar of Companies in the prescribed e-Form GNL-2 (Form No. 149 being attached thereto) vide SRN: G07834294 dated 22.07.2016, and the same has been placed on record at Annexure-A-7 of the petition.
The relevant portion of the explanatory statement for the extraordinary general body meeting called on 28.07.2016 reads as follows:
In Extra Ordinary General Meeting (EGM) held on 28.07.2016, a special resolution to voluntarily liquidate the Corporate Person under section 484(1)(b) of the Companies Act 1956, was passed. The Special Resolution so passed is extracted below:
Further, special resolution has been passed in the EGM held on 28.07.2016 appointing Mr. Harrish K Khurana, a practicing Company Secretary, to act as liquidator of the Corporate Person under section 490 of the Companies Act, 1956, who had given his consent vide letter dated 27.06.2016, with a remuneration of Rs. 2,65,000/- (Rupees Two Lacs, Sixty – Five Thousand Only). The Special Resolution so passed appointing the Liquidator is extracted below:
The Liquidator made a public announcement as per section 485 of the Companies Act, 1956 on 01.08.2016 in Financial Express (English) newspaper and Jansatta (Hindi) newspaper.
The Liquidator intimated statutory authorities vis. The Regional Provident Fund Commissioner, Deputy Commissioner of Income tax Circle 25(1), Service Tax Commissioner, Office of the Chief Controlling Revenue Authority, about the commencement of voluntary liquidation vide letter dated 05.08.2016. Letters are placed on record as Annexure –A-6 to the petition.
The intimation of commencement of liquidation was submitted to the Registrar of Companies, NCT of Delhi & Haryana (RoC Delhi) in Form MGT-14 vide SRN: G08706913 dated 05-08-2016, and the same has been placed on record at Annexure A-8 to the Petition. An intimation was also given to RoC Delhi regarding the appointment of Liquidator vide e-Form GNL-2 vide SRN: G08870735 dated 09.08.2016.
As per the provisions of Section 178 of the Income Tax Act, 1961, the Liquidator intimated the commencement of liquidation and appointment of liquidator to the Income Tax Authority vide letter dated 05.08.2016, followed by reminders dated 24.05.2017 and 08.06.2018. Pursuant to the same, a letter dated 12.10.2018 was received from the Income-tax department for a demand of Rs. 16,680/- for the A.Y. 2012-13, which was replied vide letter dated 20.10.2018 stating that the said demand had already been paid on 05.04.2018. Subsequently, no objection certificate (NoC) dated 09.11.2020 was issued by the Income Tax Authority. The letters mentioned above are extracted herein below:
June 8, 2018
By Speed Post
Reminder
Deputy Commissioner of Income tax Circle 25(1) 1st Floor, Room No. 192A C. R. Building, New Delhi
Subject: TEIL Projects Limited (under voluntary liquidation) (PAN: AADCT0186C)
Dear Sir/Madam,
In continuation of our earlier letters dated 5-05-2016 and 24-05-2017, wherein your good office was informed about the commencement of voluntary liquidation of the above named company, but till date we have not heard anything from you.
I draw your attention to sub-section (2) of section 178 of the Income-tax Act, 1961, and request your Office for No Objection Certificate, to proceed further with the matter of winding up at the earliest.
Kindly acknowledge receipt.
Yours faithfully,
For TEIL Projects Limited (Under Liquidation)
Harish K Khurana Liquidator
NOTICE OF
Office of the
Asst. Commissioner of Income Tax, Circle-25(1), Room No. 192A,
C.R. Building, I.P. Estate, New Delhi - 110002
Email Id: [email protected] Ph No: 011-22376427
F. No. ACIT-CIR. 25(1)/OUST.DEMAND./2018-19/ Dated: 12.10.2018
NOTICE U/S 221(1) OF THE INCOME TAX ACT, 1961
PAN: AADCT0186C
To
The Principal Officer
M/s Teil Projects Ltd
Engineers India Bhawan-1
Bhikaji Cama Place
R.K. Puram, New Delhi 110066
Sir/Madam
Sub: Final opportunity before coercive measures for recovery of demand in your case - Reg.
From the verification of records, it was noticed that there exists demands in your case which have not been paid till date. These demands are appearing as recoverable from records, the details are as under:-
S.No. A.Y. Amounts Created under sections 1 2012-13 16,680/- 271(1)(c) Plus intl. Up todate
A final opportunity is being given for payment their above demands and furnishing the proof of above payments. In this regard, you are requested to you may appear before me personally or through an A.R. in my office at 11:00 a.m. on 24.10.2018 or may send a written communication to reach me on or before that date. In case, any rectification or appeal effects/stay petitions are pending or you have already paid the above demands, necessary proof of the same, may be furnished so that the consequential effect of the same can be given.
If you fail to attend at the stipulated date and time the undersigned will be constrained to take coercive proceedings for recovery for arrear demand without giving further opportunity.
By Speed Post
The Assistant Commissioner if Income-tax Circle 25(1), Room No. 192 A C R Building, New Delhi – 110002
20th October, 2018
Sub: payment of penalty us/ 271 (1) for AY 2012-13 (PAN: AADCT0186C)
Dear Sir
I am in receipt of your notice reference no. F. No. ACIT-CIR. 25(1)/OUST.DEMAND/2018-19 dated 12.10.2018. I being liquidator of the Company would like to apprise you that the demand raised in your above stated notice had already been paid on 5th April, 2018 vide challan serial no. 00412, BSR code 0510308, Rs. 16681/- drawn on HDFC Bank Net banking, copy of the challan is enclosed herewith for your kind reference and further action. You are requested to close this matter at your end asap.
Thanking you
Yours sincerely
For TEIL Projects Limited (under liquidation)
Harrish Khurana
Description of Tax Amount in Rupees Basic Tax 0.00 Surcharge 0.00 Education Cess 0.00 Penalty 16,681.00 Others 0.00 Interest 0.00 TOTAL 16,681.00 Major Head
0020 - INCOME-TAX ON COMPANIES(CORPORATION TAX)
Minor Head
400 - TAX ON REGULAR ASSESSMENT
Description of Tax Amount in Rupees Basic Tax 0.00 Surcharge 0.00 Education Cess 0.00 Penalty 16,681.00 Others 0.00 Interest 0.00 TOTAL 16,681.00 Drawn On HDFC Bank Netbanking
Rupees (in words)
SIXTEEN THOUSAND SIX HUNDRED EIGHTY ONE ONLY
CIN
0510308050411800412
Debit Account No.
00911000054354
Payment Realization Date
05/04/2018 08:53:29
Further, the following intimation dated 21.02.2020 for A.Y. 2018-19 was issued by the Income Tax Department under section 143(1) of the Income Tax Act, 1961, showing nothing payable to the department by the Corporate Person and a refund of Rs. 10,050/-:
सं. १८००१०३४५५ (दिल्ली) ०८० ४६६०५२०
Bangalore-560500
Telephone: 18001034455 (Toll Free) or 080-46605200
आधार अधिनियम १961 के धारा 143(1) के अधीन सत्यापन
INTIMATION U/S 143(1) OF THE INCOME TAX ACT, 1961
Name & Address: TEIL PROJECTS LIMITED ENGINEERS INDIA BHAWAN 1, BHWAJ CAIXA PLACE NEW DELHI DELHI 110265 INDIA Ph.9/081110268 नाम और पता पिता, श्रीमती, श्रीमती इंजीनियरिंग, शिक्षा, कला 1, बीकानेर, पटना म. दिल्ली, दिल्ली 110265, पटना फोन: 9192119002062 अभ्यर्थी/अनुमति Domestic Flag A.Y. Y निर्धारण वर्ष 2018-19 आई टी आर प्रपत्र ITR Type: ITR-6 ORIGINAL आदेश के तिथि Date of Order: 21-02-2020 प्राप्ति तिथि PUBLIC COMPANY Status: धारा 139 Return filed under section 139 पत्र संदर्भ संख्या Document Identification No: CPC/1819/A6/1976435782 Refund Sequence No: परीक्षा अनुक्रम संख्या 8871215412 मूल/विनियोजित करने की तिथि तारीख Due Date for Filing Original Return: 30-09-2018 इं फाइलिंग पावती संख्या 340212441211018 E-Filing Acknowledgement No: निम्नलिखित आवेदन करने की तिथि तारीख Due Date for Filing Original Return: 30-09-2018 विनियोजित करने की तारीख Date of Filing Return: 21-10-2018 स्थायी खाता संख्या PAN: AADCT0186C निम्नलिखित आवेदन करने की तिथि तारीख Corporate Identity Number (CIN): U7414BDL2DBPLC180857 Extended Due Date for Filing Original Return: 31-10-2018 Jurisdictional Assessing officer details: WARD 2(2), DELHI
आय का संलग्नक INCOME TAX COMPUTATION (IN RUPEES) क्र. संख्या Sl.No. विवरण Particulars विवरण देने वाले शीर्ष Reporting Heads कब्जा द्वारा आय विवरणों में किए जाने As Provided by Taxpayer in Return of Income धारा 143(1) के अधीन सत्यापन As Computed Under Section 143(1) 1 आय शीर्ष HEADS OF INCOME गृह संपत्ति से आय INCOME FROM HOUSE PROPERTY ** 0 0 2 बाजार या तृतीय से लाभ एवं प्राप्ति INCOME FROM BUSINESS OR PROFESSION ** 0 0 3 पूंजी अपलिप्त INCOME FROM CAPITAL GAINS ** 0 0 4 अन्य स्रोतों से आय INCOME FROM OTHER SOURCES ** 95,579 95,579 5 अन्य स्रोतों से INTRA HEAD ADJUSTMENTS NA 0 6 कुल (शीर्ष के अंतर्गत समायोजन के बाद) TOTAL (AFTER INTRA HEAD ADJUSTMENTS) 6=(1+2+3+4)-5 95,579 95,579 7 १ के विरुद्ध भुगतान की जाने वाली चालू वर्ष की हानि LOSSES OF CURRENT YEAR TO BE SET OFF AGAINST 6 95,579 95,579 8 १ के विरुद्ध भुगतान किए जाने के लिए अग्रस्रोत की गई हानि BROUGHT FORWARD LOSSES TO BE SET OFF AGAINST 6 0 0 पत्र संलग्न संख्या
Document Identification No.
CPC/1819/A6/1976435782
205
स्वामी खाता संख्या PAN: AADCT0186C नाम Name TEIL PROJECTS LIMITED निर्धारण वर्ष A.Y. 2018-19 आदेश के तिथि Date of order 21-02-2020 क्रम संख्या SI.No. विवरण Particulars विवरण देने वाले शीर्ष Reporting Heads कायम द्वारा अन्य विवरणों में पिएं As Provided by Taxpayer in Return of Income धारा 143(1) के अधीन संलग्नित As Computed Under Section 143(1) 26 कुल आय पर संदेय का TAX PAYABLE ON TOTAL INCOME 26*(24+25) 0 0 27 अधिमात्र (3+60) SURCHARGE (ON ABOVE 26) (i) 25% of tax on Deemed Income chargeable u/s 115BBE 0 0 (ii) On [(25) – (Tax on Deemed Income chargeable u/s 115BBE)] (Applicable if 13 exceeds 1 Crore) 0 0 (iii) Total (i + ii) 0 0 28 निम्न दशक 26 + 27 EDUCATION CESS on 26 & 27 0 0 29 सदस्य का दायित्व GROSS TAX LIABILITY (29=26+27(ii)+28) 0 0 30 सदस्य का देया : 23 या 29 के पश्चात् GROSS TAX PAYABLE(HIGHER OF 23 or 29) 0 0 31 धारा 115JAA के तहत पहले साल में का भुगतान का देया CREDIT UNDER SECTION 115JAA OF TAX PAID IN EARLIER YEARS 0 0 32 का साल TAX RELIEF धारा 115JAA के तहत पहले साल में का भुगतान के बाद का देया TAX PAYABLE AFTER CREDIT UNDER SECTION 115JAA 0 0 33 धारा 90/90A के अधीन रखत RELIEF U/S 90/90A 0 0 34 धारा 91 के अधीन रखत RELIEF U/S 91 0 0 35 कुल का रकत TOTAL TAX RELIEF 35*(33+34) 0 0 36 कुल आय का दायित्व TOTAL INCOME TAX LIABILITY कुल आय का दायित्व TOTAL INCOME TAX LIABILITY 36*(32-35) 0 0 37 संदेय ब्याज INTEREST PAYABLE विवरण देने में व्यय (धारा 234A) FOR DEFAULT IN FURNISHING THE RETURN (SECTION 234A) 0 0 38 अधिमात्र के सदस्य में व्यय (धारा 234B) FOR DEFAULT IN PAYMENT OF ADVANCE PAYMENT (SECTION 234 B) 0 0 39 अधिमात्र के सदस्य के लिए (धारा 234C) FOR DEFERMENT OF ADVANCE TAX (SECTION 234C) 0 0 40 234F Fees U/s 234F 0 0 41 कुल ब्याज दायित्व 41*(37+38+39+40) TOTAL INTEREST AND FEE 0 0 42 सदस्य आय का दायित्व 42*(36+41) AGGREGATE INCOME TAX LIABILITY 0 0 43 टी डी एस TDS 9,264 9,264 44 टी डी एस TCS 0 0 पत्र संदर्भ संख्या Document Identification No.
CPC/1819/A6/1976435782
20
स्वामी माता संख्या AADCT0186C PAN: नाम TEIL PROJECTS LIMITED निर्धारण वर्ष 2018-19 A.Y. आदेश के लिए 21-02-2020 Date of order 55.DETAILS OF TAX ON DISTRIBUTED INCOME OF A DOMESTIC COMPANY ON BUY BACK OF SHARES(BBS), NOT LISTED ON STOCK EXCHANGE
क्र. संख्या Sl.No. विवरण Particulars विवरण देने वाले शीर्ष Reporting Heads कायम द्वारा आय विवरणों में दिए गए As Provided by Taxpayer in Return of Income धारा 143(1) के अधीन संलग्न As Computed Under Section 143(1) 1 SCHEDULE BBS TAX ON DISTRIBUTED INCOME ON BUY BACK OF SHARES U/S 115QA 0 0 2 SURCHARGE ON ABOVE 0 0 3 EDUCATION+SECONDARY & HIGHER EDUCATION CESS 0 0 4 TOTAL TAX ON DISTRIBUTED INCOME ON BUY BACK OF SHARES PAYABLE 0 0 5 BBS INTEREST INTEREST U/S 115QB 0 0 6 ADDITIONAL INCOME TAX AND INTEREST PAYABLE (4+5) 0 0 7 TAX AND INTEREST PAID 0 0 8 NET TAX PAYABLE/ REFUND (6-7) 0 0 56.AGGREGATION OF REFUND & DEMAND ARISING OUT OF INTIMATION U/S 143(1) (AFTER ROUNDING OFF AND CROSS HEAD ADJUSTMENT)
| HEADS | REFUND AMOUNT | DEMAND PAYABLE |
|---|---|---|
| INCOME TAX | 10,050 | 0 |
| DDT | NA | 0 |
| BBS | NA | 0 |
| BALANCE REFUND/DEMAND AFTER CROSS HEAD ADJUSTMENT | 10,050 | 0 |
| 57 | प्रतिबंध राशि के सीमा तक समायोजित करने के बाद कुल बकाया मांग और धारा 220(2) के अधीन संलग्न ब्याज Total outstanding demand and interest payable under sec 220(2) to the extent adjusted with refund amount. (बकाया राशि के विरुद्ध प्रतिबंध समायोजन के ब्यौरे यदि कोई हैं, तो इस जानकारी के लिए कृपया संलग्न किए गए बकाया का मांग संलग्न/जमा संदर्भ लें।) (Please refer to the Annexure - Outstanding tax Demand details attached, to know the outstanding amounts in detail, if any) | 0 |
| 58 | शुद्ध प्रतिदेय राशि NET AMOUNT REFUNDABLE | 10,050 |
| 59 | प्रतिबंध अनुक्रम संख्या REFUND SEQUENCE NO: 8871215412 | |
| HEADS | DIN | DEMAND PAYABLE |
|---|---|---|
| INCOME TAX | 0 | |
| DDT | 0 | |
| BBS | 0 | |
| NET AMOUNT PAYABLE | 0 |
The NoC dated 09.11.2020 issued by the Income Tax Authority is extracted herein below:
In the meanwhile Collector of Stamp also issued certificate dated 18.01.2017 and 13.11.2017 to the Corporate Person for the deposit of Stamp Duty under section 9(1)(b) of the Indian Stamp Act 1899.
The voluntary liquidation proceedings were being conducted under the provisions of the Companies Act, 1956, read with the Companies (Court) Rules, 1959, on the basis of Rule 4 of the notification bearing no G.S.R. 732(E) dated 29.06.2017, issued by the Ministry of Corporate Affairs. The said rule provided that the proceedings relating to the voluntary winding up of a company, in respect of which notice of the resolution had been advertised under Section 485(1) of the Companies Act, 1956, but which had not been dissolved before 1st April, 2017, would continue to be governed by the provisions of the said Act. A copy of the aforesaid notification has been placed on record as Annexure A-15 of the petition.
The Liquidator had renamed the existing current Bank Account of the Company to indicate that the Company is under liquidation, with Yes Bank having its branch at Chanakyapuri, New Delhi and another bank account in the Corporation Bank (Union Bank) having its branch at Sector 15, Rohini, Delhi (transferred from its Sector 62, Noida branch, old A/c No. 117001601200110) in the name of “Teil Projects Limited (under Liquidation)” having current account nos. 000381400001955 and 510341000674157, respectively. The applicant had written to both the banks for closure of the bank accounts vide letters dated 17.10.2020 and 18.12.2020, respectively.
The Final Report dated 05.04.2023, as per Regulation 38 of the Voluntary Liquidation Process, has been submitted by the liquidator along with the Liquidator's statement of receipts and payments audited by M/s Pradeep Midha & Co., Chartered Accountants. In the final report, the liquidator has submitted that the affairs of the Corporate Person have been wound up and its assets are completely liquidated. The amounts realized have been distributed among the stakeholders as per the provisions of the Insolvency and Bankruptcy Code, 2016.
The Liquidator’s statement of receipts and payments for the period from 01-07-2016 till 31-12-2020 is as follows:
A certified copy of the bank statement by the Chartered Accountant is also extracted hereinbelow:
Further, a claim was made by Engineers India Limited, who is also a shareholder, vide letter dated 16.11.2018 and Form B dated 13.04.2019, which was rejected by the Liquidator vide letter dated 14.05.2019. The said claim was allowed by this Adjudicating Authority vide order dated 29.11.2019 in IB-1451(ND)/2019, which was upheld by the Hon’ble NCLAT vide order dated 22.05.2020 in Company Appeal (AT) (Insolvency) No. 58 of 2020. Accordingly, the payment was made to Engineers India Limited.
Remaining funds were distributed between both the shareholders equally vide Cheque No. 458663 & 458664 dated 30.1l.2020 for Rs. 839,000/- each to both the shareholders.
This Adjudicating Authority on 28.08.2023 directed the Applicant to prepare a gist of the matter as per the checklist provided in the order. In compliance with the same, a brief synopsis was uploaded on 28.09.2023 on the DMS e-portal.
On 03.01.2024, the Applicant was directed to issue notice to the RoC. A Status report dated 29.01.2024 on behalf of ROC was filed. The relevant portion of the status report is also extracted below:
Pursuant to the above, the Corporate Person filed an affidavit containing the e-form GNL-2 bearing number SRN AA7793962 dated 03/05/2024, filed with the RoC, and the letter dated 10-05-2024 by the RoC whereby the said Form GNL-2 was taken on record.
Ld. Counsel for the RoC has also appeared before this Adjudicating Authority from time to time and has raised no objections to this application for Voluntary Liquidation.
Further, on 08.07.2025, this AA passed the following order:
Pursuant to above, the Liquidator has filed a compliance affidavit on 08.08.2025 on the DMS e-portal. In view of certain queries remaing unaddressed, another set of directions vide order dated 05.01.2026 were issued and the same is as follows:
Pursuant to the above, a compliance affidavit along with annexures was uploaded on 16.03.2026 on the DMS e-portal.
Further, vide order dated 25.03.2026, the following directions were issued:
To the above, a clarification has been filed on 19.04.2026, and the relevant portion is extracted hereinafter:
The relevant portion of Form H has also been reproduced hereinbelow:
| Sl. No. | Particulars | Description |
|---|---|---|
| (1) | (2) | (3) |
| 1 | Year of Incorporation | 2008 |
| 2 | Objects in brief | To bid for, accept and execute engineering projects in India and abroad |
| 3 | Paid up Share Capital / Capital (Amount in Rs.) | Rs. 100,000,000 |
| 4 | Assets as on Liquidation Commencement date (Amount in Rs.) | Rs. 80,95,058 |
| 5 | Debt payable as on Liquidation Commencement date (Amount in Rs.) | Rs. 69,33,514 |
| 6 | Net-worth of the Corporate Person (Amount in Rs.) | Rs. 11,61,544 |
| 7 | Reasons for initiating voluntary liquidation, in brief | Business operations closed |
4. Details of realization during Voluntary Liquidation Process:
Sl. No. Particulars Amount (Rs.) (1) (2) (3) 1 Sale of Assets Rs. 1,09,958 2 Refund from Statutory Authorities Rs. 53,06,733 3 Cash / Bank balance Rs. 37,11,650 4 Realization of uncalled/unpaid capital contribution — 5 Distribution of unsold asset — 6 Any other (Please specify) — Total Rs. 91,28,341 5.Details of distribution to stakeholders as per section 52 or 53 of the Code : N.A.
(Amount in Rs.)
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)] N. A. N. A. N. A. N. A. N. A. 2 Liquidation Cost [Sec. 53(1)(a)] N. A. N. A. N. A. N. A. N. A. 3 Workmen's Dues [Sec. 53(1)(b)(i)] N. A. N. A. N. A. N. A. N. A. 4 Debts of Secured Creditors [Sec. 53(1)(b)(ii)] N. A. N. A. N. A. N. A. N. A. 5 Wages and Unpaid Dues to Employees [Sec. 53(1)(c)] N. A. N. A. N. A. N. A. N. A.
6 Debts of Unsecured Financial Creditors [Sec. 53(1)(d)] N. A. N. A. N. A. N. A. N. A. 7 Government Dues + Amount Unpaid following Enforcement of Security Interest [Sec.53(1)(e)] N. A. N. A. N. A. N. A. N. A. 8 Any remaining Debts and Dues[Sec. 53(1)(f)] N. A. N. A. N. A. N. A. N. A. 9 Preference Shareholders [Sec.53(1)(g)] N. A. N. A. N. A. N. A. N. A. 10 Equity Shareholders [Sec.53(1)(h)] N. A. N. A. N. A. N. A. N. A. Total N. A. N. A. N. A. N. A. N. A. 6.The Voluntary Liquidation Process has been conducted as per the stipulated timeline: N. A.
| Sl. No. | Section/ Regulation | Description of Task | Norm (Number of Days) | Compliance Date | Actual Timeline (Number of days) |
|---|---|---|---|---|---|
| (1) | (2) | (3) | (4) | (5) | (6) |
| 1 | Section 59(3)(a), Regulation 3(1) (a) | Declaration from majority of directors / partners regarding solvency of corporate person and it not being liquidated to defraud any person | N. A. | N. A. | N. A. |
| 2 | Section 59(3)(c) and (5)], Regulation 3(1)(c) and 3(3) | Passing of resolution / special resolution by members / partners about commencement of voluntary liquidation process and appointment of insolvency professional as liquidator | N. A. | N. A. | N. A. |
| 3 | Proviso to Section 59(3)(c), Regulation 3(1)(c) | Approval of creditors representing two-third in value of debt, if the corporate person owes any debt, of the resolution passed under section 59(3)(c) or regulation 3(1)(c) | N. A. | N. A. | N. A. |
| 4 | Regulation 5(2) | Intimation by insolvency Professional regarding her appointment as Liquidator, to the Board | N. A. | N. A. | N. A. |
| 5 | Regulation 14 (1) | Public Announcement in Form A by the Liquidator | N. A. | N. A. | N. A. |
| 6 | Section 59(4), Reg. 3(2) | Notification to Registrar of Companies and Board about the resolution passed under section 59(3)(c) and regulation 3(1)(c) or subsequent approval of creditors thereto, as the case may be, by corporate person | N. A. | N. A. | N. A. |
| 7 | Section 38(1), Regulation 14 (2) | Submission of claims by stakeholders | N. A. | N. A. | N. A. |
| 8 | Section 38(5) | Withdrawal/ modification of claim by stakeholders | N. A. | N. A. | N. A. |
| 9 | Regulation 9(1) | Submission of preliminary report to the corporate person by the Liquidator | N. A. | N. A. | N. A. |
| 10 | Regulation 29(1) | Verification of claims by the Liquidator | N. A. | N. A. | |
| 11 | Section 40 (2) | Intimation about decision of acceptance/ rejection of claim to the stakeholders by the Liquidator | N. A. | N. A. | |
| 12 | Regulation 30(2) | Preparation of list of stakeholders by the Liquidator | N. A. | N. A. | N. A. |
| 13 | Section 42 | Appeal by creditor against the decision of the Liquidator | N. A. | N. A. | |
| 14 | Regulation 35(1) | Distribution of the proceeds to stakeholders by the Liquidator | N. A. | N. A. | N. A. |
| 15 | Regulation 39(2) | Deposit of amount of unclaimed dividends and undistributed proceeds in Corporate Voluntary Liquidation Account by the Liquidator | N. A. | N. A. | N. A. |
| 16 | Regulation 38(2) | Submission of Final Report to the Board and Registrar of Companies by the Liquidator | N. A. | N. A. | N. A. |
| 17 | Section 59(7), Regulation 38(3) | Submission of Final Report, along with the application for dissolution, to AA | N. A. | N. A. | N. A. |
| 18 | Regulation 37(1) | Completion of Voluntary Liquidation Process | N. A. | N. A. | N. A. |
| 19 | Regulation 37(2) | Meeting of Contributors and presentation of Annual Status Report | N. A. | N. A. |
On 08.05.2026, the following order was passed by this Adjudicating Authority:
In compliance with the same, an affidavit was uploaded on 26.05.2026 on the DMS e-portal. The relevant portion of the same is extracted below:
any claim from the respective creditors, hence it was duly paid in full, which was mainly due to the Engineers India Limited (EIL), one of the Promoter / Shareholder of the Company under Liquidation. Total payment made to EIL is had been shown in the final statement of account submitted under the head Claim to Creditor EIL Rs. 42,86,787.50/- (Rupees Forty two lacs eighty six thousand seven hundred and eighty seven and paisa fifty only). This include payment of Rs.20,41,007/- (Rupees Twenty Lakhs Forty One Thousand Seven only) represented as Unsecured Creditors in the DOS and Rs. 12,34,727/- (Rupees Twelve Lakhs Thirty Four Thousands Seven Hundred Twenty Seven only) represented under head Bills payable in the DOS and rest of the amount was as per the claim filed by the EIL was paid as per the order of this Hon'ble Bench and Appellate Bench. Accrued Expenses to the tune of Rs. 1,35,208/- (Rupees One Lakh thirty Five Thousand Two Hundred Eight only) were paid in full and no claim was left. No other claim was received from any other creditors till the filing of Application before this Bench or even as on date.
3.As per para 2 (III) of the order, copies of the letters submitted to the respective Banks for closure of the Accounts had already been attached with the Application submitted to this Hon'ble Bench, however, for convenience, printout of the same is being enclosed herewith for your ready reference and attached as Annexure- 1.
4.That I therefore pray that the claim is made above may be accepted and the petition may be allowed.
However, as the affidavit did not furnish all the requisite information on 11.06.2026, the following order was passed by this Adjudicating Authority:
As the applicant had failed to comply with the above orders, the orders in the matter were reserved on 24.09.2026, the relevant portion of which is extracted below:
Subsequently, the applicant filed an application bearing no. IA-4782/2026 under Rule 11 of the NCLT Rules, 2016 seeking condonation of delay in filing the clarification affidavit pursuant to the order dated 11.06.2026. The delay was condoned by this Adjudicating Authority and the clarification affidavit was taken on record vide order dated 05.10.2026, the relevant portion of which is extracted below:
The response given by the applicant in response to the queries raised is reproduced below for ready reference:
mandatorily paid without waiting for any claim from the respective creditors, hence it was duly paid in full, which was mainly due to the Engineers India Limited (EIL) i.e. one of the Promoter / Shareholder of the Company under Liquidation. Total payment made to EIL is had been shown in the final statement of account submitted under the head Claim to Creditor EIL Rs. 42,86,787.50/- . This include payment of Rs. 20,41,007/- (Rupees Twenty Lakhs Forty One Thousand Seven only) presented as Unsecured Creditors in the DoS and Rs.12,34,727/- (Rupees Twelve Lakhs Thirty Four Thousands Seven Hundred Twenty Seven only) represented under head Bills payable in the DoS and rest of the amount was as per the claim filed by the EIL during liquidation proceedings and was paid as per the orders of this Hon'ble Bench and Appellate Bench dated 22-05-2020 and attached as Annexure- 18 on pages 171 to 181 of main petition. Accrued Expenses to the tune of Rs. 135,208/- (Rupees One Lakh thirty Five Thousand Two Hundred Eight only) were paid in full and nothing left. No other claim was received from any other creditors till the filing of Application before this Bench or even as of date. Documentary evidence for payment made which is reflected in the Bank Statements, are enclosed herewith for your ready reference and copy of the Final Report of the Liquidator is also enclosed as Annexure-29 at pages 230-233 of main petition.
3.Copies of the Bank Statements of the respective Banks i.e. Yes Bank and Corporation Bank (now Union Bank) are enclosed herewith for your ready reference, where it is clearly reflected that these account were closed by the respective banks after the request letters submitted, enclosed herewith as Annexures 1 & 2.
Payments made to EIL Shown in Attach
Further, the Liquidator and the Learned Counsel appearing on his behalf have on several occasions affirmed before this Adjudicating Authority that no dues remain outstanding against the Corporate Person, and that all bank accounts of the Corporate Person have been closed. Furthermore, in reference to the third question raised by this Bench, the Ld. Counsel for the RoC appeared on 08.10.2026 and submitted that the RoC has no further observations to make. Accordingly, orders in the matter were reserved on 08.10.2026.
Findings and Orders
On hearing the submissions made by the liquidator and perusing the documents annexed to the application, it appears that the affairs of the Corporate Person have been completely wound up and its assets have been completely liquidated in accordance with applicable provisions.
Public announcement was made on 01.08.2016, and apart from the claim of Engineers India Limited, which was adjudicated upon and paid in full, no other claim has been received pursuant to the same. Further, as per information furnished and affidavits filed before this Adjudicating Authority, payments have been made to the creditors and stakeholders. Therefore, the Company, Teil Projects Limited, shall be deemed to have been absolved from all of its liabilities, including dues. Notwithstanding, if any dues have been acknowledged in the books of Teil Projects Limited and/or in any of document/report/affidavit filed before this Adjudicating Authority in the instant petition, which remain unpaid as on date, and at any time (subject to applicable law including the law of limitation) it is found that the affidavit furnished before this Adjudicating Authority contained any false particulars, including but not limited to that of satisfaction of dues of creditors, if any, legal proceedings as per the applicable law may be instituted against the directors and shareholders of the Company, Teil Projects Limited.
Various Statutory Authorities, including RoC and concerned Tax officers, have been intimated about the commencement of voluntary liquidation. No further objection to this Application for voluntary liquidation has been raised on behalf of any other stakeholders. Further, the NoC has been received from the Income Tax Department.
In view of the above facts and circumstances, we are inclined to pass orders for dissolution of the Company, Teil Projects Limited, and CP (IB) No. 314/PB/2023 is ALLOWED accordingly.
The Liquidator of the Corporate Person is further directed to serve a copy of this order upon the Registrar of Companies (hereinafter referred as RoC), Delhi, immediately and, in any case, within fourteen days of receipt of this order. The RoC shall take further necessary action upon receipt of a copy of this order.
The liquidator is also directed to preserve a physical or electronic copy of the reports, registers and books of accounts for at least 8 years as per Regulation 41 of the Insolvency and Bankruptcy Board of India (Voluntary Liquidation Process Regulations) 2017 either with himself or with an information utility.
The Company Petition bearing CP (IB) No. 314/PB/2023 is disposed of with the above directions.
The Registry is directed to send email copies of the order forthwith to the Corporate Person represented by its Liquidator and its Ld. Counsel for taking further steps. The Registry is directed to serve a copy of the order upon the parties.
File be consigned to the record storage (Final).
