Kerala State Electronics Development Corporation Limited Vs Keltron Power Devices Limited (Kerala High Court)
The Kerala High Court considered two company applications filed by Kerala State Electronics Development Corporation Limited seeking recall of earlier winding-up orders passed in respect of two of its wholly owned subsidiaries that were under liquidation. In both matters, the winding-up orders had been passed earlier based on the opinion of the Board of Industrial and Financial Reconstruction (BIFR), which had concluded that liquidation was appropriate. The applications sought recall of those orders, discharge of the Official Liquidator, and permission for the applicant to take over the assets and liabilities of the companies in liquidation.
Affidavits filed by the Government indicated that proposals submitted by Keltron had been approved in principle through a Government Order dated 05.05.2025. The approval covered retrieval of 12.19 acres of land from the Official Liquidator, sale of a portion of land to the Centre for Materials for Electronics Technology (C-MET) for development to settle outstanding dues, and utilisation of the remaining land through a joint venture between C-MET and Keltron for establishing a common facility centre for sensor manufacturing, calibration, testing, and production of electronic components and devices.
The Official Liquidator sought directions requiring the applicant to undertake responsibility for all present and future dues and liabilities of the companies and to convene meetings of creditors and members under Section 391 of the Companies Act, 1956. In response, the applicant filed affidavits undertaking full responsibility for all liabilities. It was also stated that approval of members was unnecessary since the companies were wholly owned subsidiaries and that there were no secured creditors.
