# 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-00590. 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-00590
- **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-20-43f16f6e

## 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 of the company. 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.

## Facts

Visual Changes Salon & Spa Private Limited filed a petition for voluntary liquidation under Section 59 of the Insolvency and Bankruptcy Code, 2016. The company was incorporated on 14.07.2012 but its business was not profitable for two years. The board of directors 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 public announcements and filed reports with the ROC and IBBI. 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's final report stated that the liquidation process was complete, with no debtors or creditors and no pending

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## Issues and analysis

### Issue 1: Whether the company's voluntary liquidation process was conducted in compliance with Section 59 of …

**Ratio:** The legal principle applied is that a company can be voluntarily liquidated if it

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**Reasoning:** The court reasoned that the company had complied with the requirements of Section 59,

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**Interpretation:** Section 59 of the Insolvency and Bankruptcy Code, 2016, allows a corporate

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**Application:** In this case, the company followed the procedure outlined in Section 59,

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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 a board…

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