1. ' KHAWAJA NAVEED AHEMD, J.---This petition was filed under section 305 read with section 309 of the Companies Ordinance, 1984 and Rule 75 of the Companies (Court) Rules, 1997 with prayer to wind up the respondent-Company Messrs White House Security (Pvt.) Ltd., located at the Plaza, Suit No,207, 2nd Floor, Khayaban-e-Iqbal, Block-9, Clifton Road, Karachi and appoint Official Liquidator with full powers and further prayed for cost of the petition.
2. ' The facts narrated in the petition are that Messrs White House Security (Pvt.) Ltd. Was incorporated on 17-5-2002 under Companies Ordinance, 1984 as a Private Company Limited for shares. The nominal capital of the company is Rs,6,000,000 divided into 60,000 shares of Rs,100 each and the amount of paid up capital of the company is Rs,40,00,000 divided into 40,000 ordinary shares of Rs,100 each. The main object of the company was to act as a member of Stock Exchange(s) and to carry on the business in stocks, shares, securities, commercial, papers, modaraba, certificates, bonds, obligations, debentures, debenture stocks, foreign exchange bearer certificates, treasury bills, any financial instrument under license or with the permission or approval of any recognized associate authority, stock exchange or other market whether in Pakistan or abroad. It was generally known as Corporate Brokerage House. The said company has not obtained the membership of the Stock Exchange, which was the primary requirement for this company according to its memorandum of Articles of Association. The respondent has not obtained membership of any stock exchange. On the contrary the company is engaged into businesses, which the company is neither authorized to carry on in accordance with memorandum nor permitted under the law. The respondent company as per contents of the petition has introduced itself now as "Global Financial Services" and has unlawfully inducing the general public for offering business opportunity in futures and options transactions, offering to operate a foreign account in the name of their clients and trade in currency, commodity stock index, treasury, bonds, energy etc. ' Main grievance of the petitioner is that the respondent company is collecting deposit from the general public in violation of section 88 of the Companies Ordinance, 1984 and rules framed thereunder as well as under section 27-A of the Banking Companies Ordinance, 1962. It is submitted by the learned counsel Mr. Khurram Rasheed that the activities of the Company are involving potential risk of million of dollars and is transferring the money outside Pakistan. He has further drawn the attention of this Court towards the Show-cause notice issued by Securities and Exchange Commission of Pakistan dated 30-6-2003 annexed with the petition as Ann.D. He has further submitted that the Securities and Exchange Commission after going through the records of the company and considering all the facts in the public interest granted sanction under section 309(b) of the Ordinance, 1984 authorizing the petitioner to present the petition for winding up of the respondent-Company before the High Court and as such this petition has been filed accompanied by the Order of Securities and Exchange Commission of Pakistan dated 31-7-2003 annexed with the petition as Ann.E.
3. ' Notice of this petition was given to the other side.
4. ' Since no one is present on behalf of White House Security (Pvt.) Ltd., but in the interest of justice this Court has gone through the contents of counter-affidavit filed by one Muhammad Ahmed Iqbal son of late Muhammad Iqbal Baloch, who is the Chief Executive/Managing Director of the company. His contention was that the petition for winding-up of the company has been filed under misconception and misunderstanding. In this counter-affidavit he has drawn the attention towards the memorandum and Article of Association of the company and has filed the same. He has denied that the company is engaged in any unlawful business/activities. He has also denied that the company is also engaged in business or is undertaking business of banking, investment, leasing, insurance business directly or indirectly. He has further stated in the counter-affidavit that the company is duly registered with Commerce Bank and Trust Company, based in Massachusetts, United States of America, which is a Chartered Commercial Bank.
5. Since the company has not undertaken the business for which it was formed and the amount of the investors is at A stake. No one is appearing to defend this petition.
6. ' In the circumstances the Court is left with no option, but to grant prayer of the petitioner. The petition is granted as prayed and it is ordered that the company is wound-up. Mr. Rizwan Ahmed Siddiqui, learned D.A.-G is present in Court. He is appointed as the Official Liquidator. His fee tentatively is fixed at Rs,50,000 (Rupees Fifty Thousand only) payable by the petitioner. He will take steps in accordance with law and shall submit the report to the Court according to law.
7. ' This petition is disposed of.