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Judgment
Kapal Kumar Vohra, Member (T)
This Appeal has been filed by 'Club Suman Holidays 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 14.10.201 1 as a Pvt. Ltd. Company and has its registered office at 13/369B, Block No. 13, Geeta Colony, Delhi DL 110031, having Corporate Identity Number (CIN) U63040DL2011PTC226291. The Company is engaged in the business of traveling and to provide for tickets, sleeper cars, or berths, reserved places, hotel, motel and lodging, accommodation guidance, safe deposits, enquiry bureaus, libraries, reading rooms, baggage transport and other allied services.
An action was initiated by the RoC at the instance of MCA in striking off the names of several Companies who had not filed their Statutory Returns. The Appellant had failed to file its Annual Returns since FY 2016-2017 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 08.08.2018.
The Appellant is ready to submit its Annual Returns to RoC.
The Appellant submits that it has been in continuous business operation, has been regular in preparing balance sheets and filing Income Tax Returns with the competent authorities. In order to corroborate this submission, the Appellant has placed before us the following evidence:
i. The Company has submitted Income Tax Returns for the AY 2018-19, showing net tax payable of Rs. 12,818. For AY 2015-16, the Company showed Tax payable of Rs. 2,237.
ii. Company has submitted Form GSTR for a few months for the FY 2017-18 showing ITC Available, ITC Reversed etc.
iii. As per the audited financial statements as on 31st March 2018, the Company had long term borrowings of Rs. 65,200. For the FY 2017-18, revenue from operations was Rs. 20,90,418. During FY 2016-17, the Company had revenue from operations at Rs. 28,90,068. During FY 2015-16, the Company had revenue from operations at Rs. 31,47,548.
iv. Copy of Bank Statements of HDFC Bank for the period 01.06.2018 to 20.09.2018, showing credit balance in its account of Rs. 26,430 as on 19.09.2018. Further, the Company had a Bank account with ICICI Bank which had a credit balance of Rs. 57,912 on 24.09.2018.
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.
We have perused the documents submitted by the Appellant and the Respondent and heard the Ld. ARoC. Ld. ARoC has raised no objection for restoration of name of the Company in the Register. We conclude that the Company had been a going concern as demonstrated in 'revenue from operations' exceeding Rs. 20 lakh in each of the three financial years just before its name was struck off from the Register. Accordingly, the Appeal 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. 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 Petitioner Company shall then 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 Respondent with all its consequential effects within one week of compliance by the Appellant.
Let the copy of the order be served to the parties.