Excel Media Pvt. Ltd. And Ors. vs Registrar Of Companies And Anr.

The present appeal is filed by Mr. Sanjay Jha & Ms. Priyanka Kumari (Directors) of Excel Media Private Limited(For brevity the `Company'),

under Section 252 of the Companies Act, 2013 (for brevity the Act') against the order of striking off the name of the company, passed by the

Respondent under Section 248 (1) of the Act, issued vide bearing No. ROC/DELHI/248(5)/ STK-7/ 5071 dated on 01.09.2017by Registrar of

Companies, the respondent herein.

The Appellant states that, the company was incorporated as a Private Limited Company with the Registrar of Companies, NCT of Delhi and

Haryana under the Companies Act, 1956 on 24.01.2006 with CIN U92200DL2006PTC145297,having its registered office at A-603, Media Society,

Plot No. 18-A Sector-7 Dwarka, South Delhi, DelhiI 10075,within the jurisdiction of this Tribunal.

The Authorized Share Capital of the company is Rs. 2,00,000/- and paid up share capital of the Company is Rs. 1,00,000/- as per the Master Data.

The main objects of the company is to carry on the business of undertaking all kinds of activities relating to advertisement, communication,

endeavours productions entertainment in all kinds of media and its allied field.

The Respondent. herein had issued Public notice bearing No.ROC/DELHI-11/248(5)/STK-7/5071 dated on 01..09.2017.Consequently, its name

was struck off vide notice bearing ROC-DEL/248/ STK5/2336 dated 13.06.2017(Company's name appearing at S. No. 6648).

As per the notice or non-compliance of provisions of the Companies Act, 2013, the Appellant Company has not filed its Annual Returns and

balance sheet since financial years2006, thereby giving rise to the surmise that the business of the company was not in operation. Consequently, the

name of the company was struck off in terms of provisions of Section 248 of the Companies Act, 2013 read with Rule 7 and Rule 9 of the Companies

(Removal of Names of Companies from We Register of Companies) Rules, 2016.

The Appellant has brought forward the following documents about it being in operation and functional during the period of striking off:

i. Copy of the Form ST-2 Service tax payment made by the Appellant Company dated 24.01.2019.

ii. Copy of the Rent agreement between the Mr. Sajay Jha (Landlord) and Excel Media Pvt. Ltd. (Tenant) executed on 04.05.2017 with respect to

property situated at. A-66 South Extension Part-II New Delhi-110049 for the purpose of business operations of the Appellant Company.

The ROC has raised no objections with respect to restoration of the name of the Company, however the ROC stated that the company to File all

pending Annual Returns and balance sheets. The ROC further submits that the company was struck off by the office of ROC, as the company was

not carrying on any operations (as indicated by non filing of the financial statements of the Company for two or more years). Moreover, the Company

had not obtained the status of a Dormant Company under Section 455 of the Companies Act, 2013.

9, The Income Tax Department states that there are no objections with respect to the restoration of the company. Hence the restoration should be

allowed.

The grounds contemplated under section 252 of Companies Act, 2013, are that the company was carrying on business or was in operation at the

time of striking off its name, and where it appears ""just"" to the Adjudicating Authority that the name of the company is to be restored to the Register

of Companies.

The Appellant has submitted sufficient evidence of it being in operation during the period preceding strike off, therefore it could not be termed as a

defunct company as per section 252 of the Act. The Appellant undertakes to comply with the provisions of the act after its restoration. Thus, taking

into consideration the provisions of Section 252(1) of the Companies Act,2013, which vests this Tribunal with a discretion where the Company, whose

name has been struck off, and such Company is able to demonstrate that it is just to do so, can restore the name of the Company, in the Register and

in the interest of all stakeholders, including the Appellant itself, who seeks restoration of the name of the Company in the register maintained by

Registrar of Companies, the company deserved to be restored.

Accordingly, this appeal is allowed. The Public Notice of Registrar of Companies, striking off the name of the company, is hereby declared illegal

and set aside. The restoration of the company's name to the Register of Registrar of Companies is ordered subject to its filing of all outstanding

documents with proper filing fees along with additional fees required under law and completion of all formalities, including payment of any late fee or

any other charges which are leviable by the respondent for the late filing of statutory returns, and also subject to payment of Rs. 25,000/- to be paid to

Prime Minister's Relief Fund. The name of the Appellant Company shall then, as a consequence, stand restored to the Register of the Registrar of

Companies, as if the name of the company had not been struck off in accordance with Section 2418(1) of the Companies Act, 2013.

The direction for freezing the Rank Account(s) of the Appellant Company, if on this ground, shall consequently be also set aside immediately to

enable the company 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

The appeal is disposed of accordingly.

Let the copy of the order be served to the parties.