NCLT Chennai Dissolves Ashok Leyland-John Deere JV After 8-Year Voluntary Liquidation

The Chennai National Company Law Tribunal (NCLT) on 16 July ordered the dissolution of Ashok Leyland John Deere Construction Equipment Company Private Limited after finding that the company had completely wound up its affairs and liquidated all its assets.

A Bench comprising Judicial Member Sanjiv Jain and Technical Member Venkataraman Subramaniam passed the order under Section 59(7) of the Insolvency and Bankruptcy Code, 2016 (which empowers the Tribunal to order dissolution after completion of voluntary liquidation). It held:

“Accordingly, in exercise of the powers conferred under Section 59(7) of IBC, 2016, we order for the dissolution of Ashok Leyland John Deere Construction Equipment Company Private Limited.”

Ashok Leyland John Deere Construction Equipment Company Private Limited was incorporated in 2009 as a joint venture between Ashok Leyland Limited and John Deere Asia (Singapore) Private Limited to manufacture, market and distribute equipment for the construction and mining industries.

After the company incurred losses, its shareholders entered into a Wind Down Agreement in 2016 to voluntarily liquidate it. The directors subsequently declared the company solvent, following which the shareholders passed a special resolution on 25 September 2018 to commence voluntary liquidation.

During the liquidation process, the Liquidator invited claims and received six claims from an employee, operational creditors and shareholders. The Liquidator paid the employee and operational creditors in full and distributed the remaining amount to the shareholders after adjusting the liquidation expenses.

The Tribunal noted that although the voluntary liquidation process is ordinarily required to conclude within one year, pending income tax litigation and restrictions on government offices during the COVID-19 pandemic delayed its completion.

It also considered the report of the Registrar of Companies, which stated that no investigation or prosecution was pending against the company. It further noted the Liquidator's certification that all assets had been disposed of, creditors' dues had been discharged and no litigation remained pending. The Bench held:

“…we find that the affairs of the Company have been completely wound up and the assets of the Company have been completely liquidated. As such the Company deserves to be dissolved.”

Accordingly, the NCLT ordered the dissolution of Ashok Leyland John Deere Construction Equipment Company Private Limited with effect from 16 July 2026.

For Petitioner: Chandra, PCS