Taxila Engineering Company Limited (hereinafter called "the Company") was incorporated on November 27, 1982 with Companies Registration Office, Peshawar, and it was listed on the Karachi Stock Exchange in the year 1988. Its registered office is situated at Khalabat Town Ship, Haripur Hazara.
2. The Company has failed to hold its Annual General Meetings (AGM) for the last thirteen years i.e., from 1987 onwards. Prima facie, the Company has suspended its business since 1987. The Company has not filed any statutory returns with Company Registration Office (CRO) Peshawar for the last 13 years and is not maintaining its Registered Office at the notified address. The Company, therefore, was not complying with the various provisions of the Companies Ordinance, 1984. As the aforesaid defaults attracted action under clauses (b) (c) of Section 305 of the Companies Ordinance, 1984 (the "Ordinance"), therefore, the Registrar of Companies (HQ) approached this Commission to grant sanction for winding up of the company in terms of clause (b) of Section 309 of the Companies Ordinance, 1984 ("the Ordinance"). A show cause notice dated August 29, 2001, therefore, was served on the Company through its Chief Executive "to explain as to why a petition for winding up of the Company may not be presented to the Court."
3. The aforesaid show cause notice was received back undelivered with the remarks by the postal authorities that "there is no company on the given address". This has given strength to the apprehensions that the company has practically ceased to exist.
4. In view of the above, it is abundantly clear that the company is violating the provisions of the Ordinance by suspending business operations, non-holding of AGMs and by not maintaining its registered office on the given address. The company has also not paid any dividend to its shareholders since inception. The aforesaid state of affairs indicates that the company was conducting its business in a manner oppressive to its members and persons concerned in the formation of the company.
5. Keeping in view the above circumstances, I am of the opinion that M/s. Taxila Engineering Company Ltd., has practically ceased to exist and therefore, it would be appropriate to initiate its winding up. I, therefore, in public interest and in exercise of the powers conferred by proviso (b) of Section 309 of the Ordinance, hereby authorize the Joint Registrar, CRO Peshawar, to file a winding up petition against M/s. Taxila Engineering Company Limited.