C/OLR/36/2023 ORDER DATED: 01/08/2025 IN THE HIGH COURT OF GUJARAT AT AHMEDABAD R/OFFICIAL LIQUDATOR REPORT NO. 36 of 2023 In R/COMPANY PETITION NO. 9 of 2002 ========================================================== OFFICIAL LIQUIDATOR OF AESCULAPIUS REMEDIES LTD. (IN LIQN) Versus PUNJAB NATIONAL BANK & ORS. ========================================================== Appearance: SHIVANG A THACKER(7424) for the Applicant(s) No. 1 DHRUVKUMAR S CHAUHAN(8138) for the Respondent(s) No. 1 MR DEVANG D TRIVEDI(2503) for the Respondent(s) No. 2 MR NIKUNT K RAVAL(5558) for the Respondent(s) No. 3 NOTICE SERVED for the Respondent(s) No. 4 ========================================================== CORAM:HONOURABLE MRS. JUSTICE MAUNA M. BHATT Date : 01/08/2025 ORAL ORDER 1. The present report is filed seeking following orders in paragraph No. 15 thereof: A. This Hon’ble Court may be pleased to permit the Official Liquidator to disburse an amount of Rs. 68,89,890/- to Punjab National Bank (PNB) being Respondent No. 1 and Rs. 15,10,110/- to Gujarat Industrial Investment Corporation Ltd. (GIIC) being Respondent No. 2 under Section 530 of the Companies Act, 1956 as full and final settlement against their claim as per ratio of distribution suggested by Chartered Accountants in his verification report dated 08.11.2021 as annexure –F as stated at para-9 from the fund C/OLR/36/2023 ORDER DATED: 01/08/2025 available in the company’s account as stated at para-13 upon receipt of usual undertaking from the creditors that “it is found that any excess amount paid to them, they will refund the same immediately with prevailing rate of interest on the said amount to the Official Liquidator”. B. Such other further order and direction as this Hon’ble Court mat deem, fit and proper in the mater may also be passed. 2. Learned advocate for the Official Liquidator submitted that the company in question was wound up by order dated 20.03.2003 passed by this Court in Company Petition No. 252 of 2002 and the Official Liquidator attached to this Court has been appointed as Liquidator of the company. Pursuant to the winding up order, the Official Liquidator has taken possession of factory of the company situated at Plot No. 2, Gopal Industries Estate, Opp. Punjab National Bank, Odhav, Ahmedabad. The said factory of the company in liquidation has been sold in terms of order dated 08.08.2006 passed by this Court in OLR No. 65 of 2006. 3. It is stated in the report that the Official Liquidator has invited claim from the Creditors and workers of the company in liquidation under Section 529A & 530 of the Companies Act, 1956 by publishing advertisement in the C/OLR/36/2023 ORDER DATED: 01/08/2025 newspapers namely Divya Bhaskar on 12.10.2007. Pursuant to the advertisement, the Official Liquidator has received claim from the Secured Creditors, which are as under: No claim was received from the workers of the company in liquidation. The Official Liquidator vide letter dated 10.01.2008 appointed M/s. Kiran Shah & Associates, Chartered Accountants for verification and examination of the claim of the Secured Creditors and working of ratio of distribution amongst the Secured Creditors of the company in liquidation. M/s. Kiran Shah & Associates, Chartered Accountants vide letter dated 23.02.2010 has submitted his verification report in the office of the Official Liquidator. As per verification report dated 23.02.2010, M/s. Kiran Shah & Associates, Chartered Accountant has concluded that out of the total three claims as Secured Creditors of the company in liquidation, GSFC and GIIC are not eligible as Secured Creditors of the company and hence they cannot claim as secured creditors U/s. 529A of the Sr No. Name of the Creditors Amount (Rs.) 1. GSFC 19,63,969/- 2 GIIC 2,22,17,866/- 3. Punjab National Bank 3,58,43,511/- TOTAL 6,00,25,346/- C/OLR/36/2023 ORDER DATED: 01/08/2025 Companies Act, 1956 and Punjab National Bank (PNB) is a Secured Creditor of the company in liquidation u/s. 529A of the Companies Act, 1956 only to the extent of movable assets of the company subject to observations made in the verification report as PNB is not having any registered secured charge against immovable assets of the company in liquidation. 4. It is stated in the report that the Official Liquidator has already disbursed an amount of Rs. 5,70,000/- to GSFC from sale proceeds received from sale of plant and machineries of the company in liquidation U/s. 529 of the Companies Act, 1956 in terms of order dated 07.07.2011 passed by this Court in Company Application No. 469 of 2009. 5. It is stated in the report that the Official Liquidator has also disbursed an amount of Rs. 35,00.000/- to Punjab National Bank (PNB) from sale proceeds received from sale of Plant & Machineries of the company in liquidation U/s. 529 of the Companies Act, 1956 in terms of order dated 05.07.2011 passed by this Court in Company Application No. 104 of 2010. 6. It is stated in the report that, the Punjab National Bank had moved Company Application No. 322 of 2014 praying this Court to direct the Official Liquidator to release the balance C/OLR/36/2023 ORDER DATED: 01/08/2025 sale proceeds realized out of the assets and properties of the company to the applicant bank alongwith interest accrued thereon. However, this Court vide order dated 04.03.2015 has dismissed the said Company Application No. 322 of 2014 directing at para-10 that :- “the applicant – Punjab National Bank cannot claim its dues in capacity of a secured creditor. The decree passed by the Debt Recovery Tribunal does not make the applicant a secured creditor, and having regard to the nature of the decree, Section 125 of the Companies Act is apply to it. The applicant – Punjab national Bank stands as Unsecured Creditor for claiming its dues against the company in liquidation before the Official Liquidator. This Company Application by the applicant in the context of its claim of capacity as secured creditor cannot be granted. Applicant’s eligibility to be paid its dues does not arise under Section 529-A of the Companies Act, 1956. The claim of the applicant for disbursement of its dues shall be treated on the abovesaid premise, not treating the applicant as a secured creditor within the purview of Section 529-A of the Companies Act”. In view of above, the Punjab National Bank stands as Unsecured Creditor. This Court vide aforesaid order dated C/OLR/36/2023 ORDER DATED: 01/08/2025 04.03.2015 directed that the Official Liquidator shall proceed and take necessary step in accordance with law. 7. Learned advocate for the Official Liquidator submitted that the Official Liquidator vide letter dated 17.06.2021 has appointed M/s. M. K. Shah & Co., Chartered Accountants for verification and examination of claim of PNB, GSFC, GIIC, Tax Collector, Ahmedabad Municipal Commissioner and M/s. Veer Pharma being Creditor of the company in liquidation u/s. 530 of the Companies Act, 1956. Meanwhile, GSFC vide letter dated 22.06.2021 has informed to the Official Liquidator that the Corporation (GSFC) has no outstanding dues to be recovered from the unit and thus their claim was not considered by the Chartered Accountant. 8. It is stated in the report that M/s. M. K Shah & Co., Chartered Accountants vide their letter dated 08.11.2021 has submitted verification report and ratio for distribution of amount available with the office of Official liquidator between the unsecured creditors are as under: C/OLR/36/2023 ORDER DATED: 01/08/2025 Sr. No. Bank Name Eligible Claim amount as on 31.10.2021 % of the Total O/S Annexures Showing detailed calculation and observation /comments 1 PNB Rs. 12,61,12,376/- 87.31 A 2 GIIC Rs. 1,76,82,181/- 12.69 B Total Rs. 13,92,94,557/- 100.00 The Chartered Accountant has not considered, the claim of Ahmedabad Municipal Corporation and M/s. Veer Pharma Chem as the claim of Ahmedabad Municipal Corporation was for F.Y. 2021-22 i.e. beyond the date of winding up of company while M/s. Veer Pharma Chem had not submitted their claim in prescribed format. 9. It is stated in the report that the Official Liquidator vide letter dated 22.11.2021 has sent copy of verification report dated 08.11.2021 to PNB and GIIC for their comments. In response to the same, both PNB and GIIC accepted the recommendation of Chartered Accountant vide their letter dated 25.11.2021 and 19.03.2022 respectively. 10. In regard to claim of M/s. Veer Pharma Chem is concerned, it is stated in the report that in spite of opportunity C/OLR/36/2023 ORDER DATED: 01/08/2025 being given the said claimant did not produce any supporting document in support of their claim and thus, M/s. M.K. Shah & Co., Chartered Accountants have not considered their claim. 11. It is stated in the report that the Official Liquidator is having fund of Rs. 84,50,028/- in the company’s account as on 30.04.2023 out of which Rs. 84,00,000/- can be disbursed among the Unsecured Creditor of the company based on the ratio of the Chartered Accountants as mentioned at para-9 of the report. At the time of hearing, Mr. Shivang Thacker, learned advocate for Official Liquidator submitted that as on 31.03.2025, the available fund of the company (in liquidation) has increased to Rs. 92,00,000/- due to accrual of interest. Accordingly, now Official Liquidator proposes to disburse Rs. 90,00,000/- instead of Rs. 84,00,000/- amongst the unsecured creditors as per the ratio determined by the Chartered Accountant. 12. Notices were issued to the respondents, none of the respondent opposed the prayers made in the said OLR. 13. In view of above facts, the Official Liquidator is permitted to make disbursement of Rs. 90,00,000/- among Punjab National Bank (PNB) and Gujarat Industrial Investment C/OLR/36/2023 ORDER DATED: 01/08/2025 Corporation Ltd. (GIIC) under Section 530 of the Companies Act, 1956 as full and final settlement against their claim as per ratio of distribution suggested by Chartered Accountant in his verification report dated 08.11.2021 as annexure-F as stated at para-9 from the fund available in the company’s account upon receipt of usual undertaking from the creditors that “it is found that any excess amount paid to them, they will refund the same immediately with prevailing rate of interest on the said amount to the Official Liquidator.” 14. The Official Liquidator is further permitted to encash the FDR, if required, for making the aforesaid payments. 15. With the aforesaid direction, the present Official Liquidator Report is disposed of accordingly. (MAUNA M. BHATT,J) NAIR SMITA V./91 Original copy of this order has been signed by the Hon'ble Judge. Digitally signed by: SMITA VINU NAIR(HC00186), PRINCIPAL PRIVATE SECRETARY, at High Court of Gujarat on 01/08/2025 14:55:28