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Judgment
Kapal Kumar Vohra, Member (T)
This Appeal has been filed by 'AKS Design Consultant Pvt. Ltd.' (the Company) invoking the provisions of Section 252 of the Companies Act, 2013 (The Act) for restoration of the name of the Company in the Register maintained by the Registrar of Companies (RoC).
As per the averments, the Company was incorporated on 26.04.2012. Its registered office is situated at E-5, Bharat Vihar, Kakrola, Dwarka, Sector-14, New Delhi-110078, having Corporate Identity Number U749 99DL 2012 PTC2 34826. The Company is engaged in the business of all types of design consultancy and its implementation in the field of design of residential & Commercial buildings, interiors design and execution of custom made stalls, retail design and modular shop in shop display units, landscaping design consultancy, lighting & illumination design consultancy and space graphic design.
An action was initiated by the RoC at the instance of MCA in striking off the names of several Companies who had failed to file their Statutory Returns. The Appellant had failed to file its annual returns for the FY 2016-17, 2015-16 and 2014-15 thereby giving rise to the surmise that the Company was not doing any business activity. Consequently, its name was struck off by the Respondent (RoC) from the Register of Companies (Register) under Section 248 of the Act vide notification dated 07.06.17.
The Appellant is ready to submit its Annual Returns to RoC.
The Appellant submits that it has been in continuous business operation before its name was struck off from the Register. In order to corroborate this submission, the Appellant has placed before us the following evidence:
i. The Company submitted IT return for the AY 2018-19 showing tax payable of Rs. 6,137. The Company had also submitted IT return for AY 2017-18 with tax payable of Rs. 5,908. Earlier the Company submitted IT return for AY 2016-17 showing tax payable of Rs. 20,477.
ii. As per the audited financial statements for the year ended on 31st March 2018, the Company had revenue from operations of Rs. 22,28,592 (Rs 20,28,630 for FY 2016-17). As on 31st March, 2018, long term borrowings were Rs. 6,45,210 (Rs 6,45,210 as on 31st March, 2017). As per the audited financial statements for FY 2015-16, the Company had revenue from operations at Rs. 48,20,000.
iii. The Company submitted bank statement of Kotak Mahindra Bank from 20.06.2012 to 02.05.2019 showing a credit balance of Rs. 6,70,927 as on 02.05.2019.
The provisions pertaining to restoration of the name of the Company have been provided in Section 252 of the Act which include that, if it is just and equitable to restore the name of the Company in the Register, the Tribunal may direct the RoC to restore the name in its Register.
In view of the Company working as a going concern at the time of striking off, submitting IT Returns, preparing balance sheets having revenue from operations, the Appeal to restore the name of the Company to the Register of RoC is allowed subject to payment of costs of Rs. 25,000 to the Prime Minister Relief Fund along with Rs. 50,000 to the Ministry of Corporate Affairs. Accordingly, the order of RoC dated 07.06.2017 to strike off the name of the Company from the Register is hereby set aside. The restoration of the name of the Company in the Register will be subject to the Company's filing all outstanding documents for the defaulting years as required by law and completion of all formalities, including payment or other charges which are leviable by the Respondent. The name of the Company shall stand restored in the Register of the RoC, as if its name had not been struck off.
The direction for freezing the Bank Account(s) of the Company, if on this ground, shall consequently be also set aside immediately to enable the Company to carry out its business operation. Compliance of this order for restoration shall be made by the RoC with all its consequential effects within one week of compliance by the Appellant.
Let the copy of the order be served to the parties.