- 1 - NC: 2025:KHC:11622 CA No. 331 of 2023 IN THE HIGH COURT OF KARNATAKA AT BENGALURU DATED THIS THE 20TH DAY OF MARCH, 2025 BEFORE THE HON'BLE MR JUSTICE M.G.S. KAMAL COMPANY APPLICATION NO. 331 OF 2023 BETWEEN: OFFICIAL LIQUIDATOR OF M/S UNITED BREWERIES(HOLDINGS) LTD. (IN LIQN) ATTACHED TO HIGH COURT OF KARNATAKA "CORPORATE BHAVAN", NO.26-27, 12TH FLOOR RAHEJA TOWERS, M G ROAD BENGALURU-560 001. …APPLICANT (BY SRI. SHRISHAIL NAVALGUND.,OFFICIAL LIQUIDATOR) AND: 1. RIVOLI WATCHES PVT LTD., H.NO.B/3 BASEMENT GEETHANJALI ENCLAVE NEW DELHI-110017, DELHI REPRESENTED BY ITS DIRECTOR SRI SUNDAR MENGHRAJ CHAINANI. 2. SRI SUNDER MENGHRAJ CHAINANI DIRECTOR B-3, 3RD FLOOR, G EETANJLI ENCLAVE, MALVIYA NAGAR NEW DELHI-110017, DELHI. 3. SRI NITIN CHAINANI, DIRECTOR C/O SWISS PROMOTIONS PVT LTD B-3, 3RD FLOOR, NEAR MALVIYA NAGAR GEETANJALI ENCLAVE NEW DELHI-110 017. …RESPONDENTS (V/O DATED 06.03.2025 NOTICE TO RESPONDENT HELD SUFFICIENT) Digitally signed by SUMA B N Location: HIGH COURT OF KARNATAKA - 2 - NC: 2025:KHC:11622 CA No. 331 of 2023 THIS COMPANY APPLICATION IS FILED UNDER SECTION 151 OF CIVIL PROCEDURE CODE R/W SECTION 6 R/W SECTION 9 OF THE COMPANY (COURT) RULES 1959, PRAYING TO DIRECT THE RESPONDENT COMPANY TO PAY A SUM OF RS.90.385/- AND RS. 1,09,517/- AS @ 18% INTEREST FROM 07.02.2017 TO 31.10.2023, TOTAL AMOUNTING TO RS.1,99,902/- AND FURTHER INTEREST FROM 01.11.2023 TILL THE DATE OF PAYMENT & ETC. THIS COMPANY APPLICATION COMING ON FOR ORDERS, THIS DAY, ORDER WAS MADE THEREIN AS UNDER: CORAM: HON'BLE MR JUSTICE M.G.S. KAMAL ORAL ORDER This application is filed under Section 446 (2) (b) of the Companies Act, 1956 (hereinafter referred to as 'the Act, 1956') read with Rule 9 for the Companies (Court) Rules, 1959 for a recovery of a sum of Rs.1,99,902/- which consists of Rs.90,385/- towards the principle and Rs.1,09,517/- towards the interest at 18% calculated from 07.02.2017 till 31.10.2023, which is the date of filing of the application with a request for a direction to pay the future interest on and from 01.11.2023 till the date of realization. 2. The application reads that M/s. United Breweries (Holdings) Limited was ordered to be wound up by order dated 07.02.2017 in Company Petition No.57/2012 and the official liquidator attached to this Court was appointed in terms of - 3 - NC: 2025:KHC:11622 CA No. 331 of 2023 provisions of Section 449 of the Act, 1956. That the official liquidator was permitted to collect the outstanding rentals and the future rents from the tenants/lessees of the company in liquidation and to receive the income, if any. Accordingly the present application is filed. 3. As per the Master Data, the respondent No.1-Company is a Private Limited Company incorporated on 17.07.2008 with its registered office at New Delhi and the respondent Nos.2 and 3 being its Directors. That the Ex-Directors of the respondent- Company are indebted to the company in liquidation in a sum of Rs.90,385/- as on 07.02.2017 towards trade debt given by the company liquidation. A statement of affairs in this regard as submitted by Ex-Directors of the respondent-Company is enclosed as per Ex-P2. That upon the order dated 07.02.2017 passed by this Court for winding up and on receipt of the statement of affairs on 03.12.2020, the official liquidator had issued demand notice to respondent-Company on 17.09.2021 calling upon it to make the payment of the aforesaid outstanding amount, which is marked as Ex-P3. The said notice however returned with an endorsement as ''left''. Another notice dated 22.08.2023 was issued by the official - 4 - NC: 2025:KHC:11622 CA No. 331 of 2023 liquidator which was also returned with an endorsement as ''addressee left'', which is marked as Ex-P4, since the aforesaid notices had retuned unserved the official liquidator had issued an e-mail to the e-mail ID i.e., nitin@swiss-promotion.com on 10.10.2023, calling upon the directors of the respondent- company to make the payment which is marked as Ex.P6. Thereafter, another demand notice was sent on 27.10/2023, the same also has retuned with the endorsement ''left''. That as per Master Data maintained on MCA website, the respondent- Company has not notified any change in the address of registrar office, as such, there was a violation. Thus, despite there being a due and demand raised, the respondent- Company has not made the payment. 4. It is further contended that, however though the aforesaid notices were not delivered, the respondent-Company has paid a sum of Rs.1,12,385/- on 15.02.2024 as against the total outstanding of Rs.1,99,902/-. Thereby, leaving the balance sum to be paid in a sum of Rs.87,517/- calculated up to 29.02.2024. - 5 - NC: 2025:KHC:11622 CA No. 331 of 2023 5. Thus referring to above factual aspects of the matter and the evidence led in, learned counsel for the official liquidator submits that the application be allowed directing the respondents to pay sum of Rs.87,517/- calculated as on 29.02.2024, with the direction to pay the future interest at 18% per annum till realization. 6. This Court by order dated 06.03.2025, taking note of the services of notices has passed the following order: ''Notice issued to the respondents through "Regd. Post Ack. Due" has returned with postal endorsement "left". However, as per the memo dated 03.02.2025 filed by the learned counsel for the Official Liquidator enclosing copy of the e-mail that was permitted to be sent by this Court vide order dated 30.01.2025, would indicate that the said e-mail has been delivered. Learned counsel for the Official Liquidator has furnished a copy of the reply that is sent by the respondents to the aforesaid email which reads as under: " 1. In response to the letter Co.p.57/2012& others/Sec-VIII/Demandnotice.57/8515/2023 Dated 27.10.2023. The M/S Rivoli Watches Pvt. Ltd admits the liability of Rs.90385/- towards the trade debtor extended by UBHL. 2. This is to inform you that as per talks regarding full and final settlement, we had settled all payments vide IMPS as per demand notice for Rs.112385/(90385+22000) dated 15.02.2024 which was duly acknowledged by you, and no objection was ever raised. 3. That vide the demand notice, your good office has further stated that you have the authority to recover the due amount of Rs.90,385/- towards the Trade debtor extended by UBHL. 4. That your good office has further raised a liability of Rs.1,99,502/- arbitrarily and whimsically despite - 6 - NC: 2025:KHC:11622 CA No. 331 of 2023 the fact that a full and final settlement has been made by us and no part of it remains to be discharged. It is therefore, requested that the above-said notice sent by you be recalled and said liability of Rs.1,99,302/- may kindly be discharged and a receipt to that effect may be issued by your good office. " Clearly respondents are in knowhow of the present petition/application and having responded as above and not represented before this Court, service of notice of this petition/application to the respondents is held sufficient. List this matter on 20.03.2025. In the meanwhile, place this matter before the Registrar - CPC for recording of evidence on 10.03.2025.'' 7. Since the service of notice has been held sufficient and that there has been no representation or contest the matter is heard and following order passed: (i). Application is allowed. (ii). Respondent-Company is directed to pay sum of Rs.87,517/- together with future interest at 18% per annum from the order of this date till realization. SD/- (M.G.S. KAMAL) JUDGE RL List No.: 1 Sl No.: 38