Union Govt. Authorised SFIO Officer Can File Winding Up Petition Under Companies Act: NCLT Kolkata

On 12 June, the Kolkata Bench of the National Company Law Tribunal (NCLT) held that a person authorised by the Central Government can validly institute winding-up proceedings under Sections 271 and 272 of the Companies Act, 2013.

Judicial Member Bidisha Banerjee and Technical Member Siddharth Mishra dismissed an application filed by MPS Greenery Developers Ltd seeking dismissal of a winding-up petition that the Serious Fraud Investigation Office (SFIO) had filed on behalf of the Union of India (UoI). The Bench observed:

“In the present case, the central government has authorised Sr. Assistant Director serious fraud investigation office for filing winding and other necessary interlocutory Application through the authority letter dated 18.05.2022. In view of the above it is clear that the respondent can file winding up petition under section 271-272 of the Companies act, 2013 against the applicant.”

UoI, acting through the SFIO, filed a winding-up petition against MPS Greenery Developers Ltd under Sections 271 and 272 of the Companies Act, 2013. The company opposed the petition and argued that the petition lacked a valid authorisation from the Central Government, suffered from limitation, and that the SFIO had no authority to initiate winding-up proceedings.

The Union countered the objections and submitted that it had annexed the authorisation letter to the company petition. It also relied on a communication dated 18 May 2022, by which the Central Government authorised the Senior Assistant Director of the SFIO to file winding-up proceedings and related applications.

The Tribunal examined Sections 224(2) and 272(1)(e) of the Companies Act, 2013 and held that the statute allows a person authorised by the Central Government to file a winding-up petition. It found that the SFIO officer's authorisation satisfied the legal requirement and validated the institution of the proceedings.

Accordingly, the NCLT rejected the maintainability challenge as devoid of merit and dismissed the application, allowing the winding-up petition to proceed.