SALE
BY OFFICIAL LIQUIDATOR OF THE COMPANY

1.    
THIS
Sale Deed made on this____________ day of ___________200 by Mr.
________________Official Liquidator of XYZ CO. Ltd., a company incorporated
under the Companies Act, 1956 and having its registered office at ___________.
Hereinafter called the Company (in liquidation) (hereinafter called the Vendor)
of the ONE PART; and Mr.________ son of ______, resident of ______________
(Hereinafter called the Purchaser) of the OTHER PART.

WHEREAS
the XYZ CO. LTD. was ordered to be compulsorily liquidated and wound up by an
order dated ___________passed by Hon’ble Judge of the Bombay High Court, and
the said Vendor was appointed as its Official Liquidator.

AND
WHEREAS the Vendor for the purpose of and in the course of the liquidation of
the said Company submitted a report dated………………… to the Hon’ble
Liquidation Judge and the Hon’ble liquidation Judge vide order dated
…………….. authorised the Vendor to sell the company’s properties more
particularly described in the Schedule hereto by auction through M/s
………………………………… Auctioneers and the Auctioneers in the
auction held on …………….. accepted the highest bid of the Purchaser
subject to the approval and sanction of the Hon’ble Liquidation Court and
received a sum of Rs………………….. as deposit.

AND
WHEREAS the sale of the company properties mentioned in the Schedule hereto in
favour of the Purchaser was sanctioned by an order dated
…………………… passed by the Hon’ble liquidation Judge and the Vendor
has been authorised to execute sale deed of the Company’s properties mentioned
in the schedule hereto in favour of the Purchaser by the said order dated
…………………….

NOW
THIS DEED OF SALE WITNESSETH that in pursuance of the orders dated…………………….
and dated Judgment and decree passed by the Hon’ble Liquidation Judge Bombay
High Court for the sale of the properties mentioned in the Schedule hereto and
sanction of the sale of the said properties in favour of the Purchaser respectively
and in consideration of the sum of Rs………….. by demand draft
no……………….dated…………………. issued by the………..Bank,
Branch………….. (the receipt whereof the Vendor hereby acknowledges) the
Vendor hereby grants, conveys, transfers and sells all that properties
mentioned more particularly mentioned in Schedule hereto, heretofore belonging
to and forming part of the said Company UNTO THE SAID PURCHASER, his heirs,
legal representatives, executors, administrators and assigns to have and to
hold the same unto the Purchaser as full and absolute owner thereof.

2.    
The
Vendor hereby covenants with the Purchaser as follows.-

That
the Vendor and the Company has good title to convey, sell, transfer the said
properties to the Purchaser and the Purchaser shall peacefully and quietly
possess and enjoy the said properties hereby conveyed, transferred, granted and
sold to him without any disturbance, hindrance, obstruction by the Vendor or
the Company or any person or persons claiming under or through them.

That
the properties hereby conveyed, transferred and sold have not been encumbered
or charged by the Company as is evident from the books of the Company or that
the said properties have not in any way encumbered or charged after the date of
winding up.

That
the Vendor has paid all the taxes, assessments, dues, duties and outgoings in
respect of the properties mentioned in the Schedule hereto payable to the State
of Maharashtra / Brihan Mumbai Municipal Corporation of or any other local body
or authority.

That
the Vendor will not be personally liable in any way for any defect in the title
of the Company in respect of the properties hereby conveyed, transferred or
sold.

The
Vendor has delivered the possession of the properties mentioned in the Schedule
hereto and title deeds in respect thereof to the Purchaser on the date of
presentation of this deed for registration before the Sub-Registrar.

IN
WITNESS WHEREOF, the parties have executed this deed on the day and year first
abovementioned.

The
Schedule above referred

Signed
by Vendor …………………………..

Signed
by Purchaser ………………………….

WITNESSES;

1.

2.

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