# In the matter of Visual Changes Salon and Spa Private Limited Company Petition No. I.B. 843 (ND) of 2020

> NCLT judgment dated 2020-09-18. Citation: TCN-2020-NCLT-00586. The case pertains to a company petition filed by Visual Changes Salon & Spa Private Limited…

- **Court:** NCLT
- **Order date:** 18 Sept 2020
- **Citation:** TCN-2020-NCLT-00586
- **Category:** IBC
- **Source page:** https://caseease.in/cases/ibc/nclt-chandigarh/visual-changes-salon-and-spa-private-limited-company-petition-no-ib-843-nd-of-20-08fe9108

## Summary

### Background

The case pertains to a company petition filed by Visual Changes Salon & Spa Private Limited under Section 59 of the Insolvency and Bankruptcy Code, 2016, seeking dissolution. The company was incorporated on 14.07.2012 with the objective of undertaking business of "Salon & Spa," but the business was not carried on for two years and was not profitable. The board of directors voluntarily decided to liquidate the company as per Section 59 of the Code. An Extra Ordinary General Meeting (EOGM) was held on 26.09.2019, where members approved the liquidation and appointed a liquidator. The liquidator made a public announcement as required under Regulation 14 of IBBI (Voluntary Liquidation Process) Regulations, 2017.

## Facts

Visual Changes Salon & Spa Private Limited, incorporated on 14.07.2012, filed a company petition for voluntary liquidation under Section 59 of the Insolvency and Bankruptcy Code, 2016, as the business was not profitable for two years. The board of directors voluntarily decided to liquidate the company. An Extra Ordinary General Meeting (EOGM) was held on 26.09.2019, approving the liquidation and appointing a liquidator. The liquidator made a public announcement and filed a declaration of solvency. The company's bank account was closed on 24.06.2020, and a No Objection Certificate was received from the Income Tax Department on 24.02.2020. The liquidator filed a final report stating the completion of the liquidation process. No claims were received from creditors.

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## Issues and analysis

### Issue 1: Whether the company petition for voluntary liquidation under Section 59 of the Insolvency and …

**Ratio:** Section 59 of the Insolvency and Bankruptcy Code, 2016, allows a corporate person to

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**Reasoning:** The court considered the fact that the company's board of directors had voluntarily

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**Interpretation:** Section 59 provides a mechanism for a solvent company to wind up its affairs in

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**Application:** In this case, the company met the conditions for voluntary liquidation under

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## Parties

- **Judges:** ABNI RANJAN KUMAR…; K.K. V…
- **Respondents:** Visual Changes…

## Timeline

- **2012-07-14 — Company Incor…**: Visual Changes Salon & Spa…
- **2019-09-03 — Board Me…**: A resolution was passed in the…

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