Income Tax Officer vs Registrar Of Companies And Ors.

Dr. Deepti Mukesh, J

This appeal is filed by Income Tax Authority, through its Income Tax Officer, Mr. Ashok Kumar, under Section 252(1) read with Section 252(3) of

the Companies Act, 2013 (for brevity ‘the Act’) against the order of striking off the name of the company M/s Zamidar Agrotech Pvt. Ltd. (for

brevity ‘the Company’)

The company is incorporated as a Private Limited Company under the provision of Companies Act, 1956 with the Registrar of Companies, NCT of

Delhi and Haryana on 18.08.2008 having CIN No U15203DL2008PTC182133.

The company is having its registered office at 707-C, Jaina Tower-II, 7th Floor, District Centre, Janakpuri, New Delhi-110058.

Authorized share capital of the Company is Rs.1,10,00,000/- and issued, subscribed and paid up share capital of the Company is Rs.1,00,000/-.

As per the notice of non- compliance of provisions of the Companies Act, 2013 in respect to filing of annual returns and financial statements, the

name of the company was struck off vide STK-7 dated 30.06.2017 in terms of provision of Section 248(1) of the Companies Act, 2013 read with Rule

7 and Rule 9 of the Companies (Removal of Names of Companies from the Register of Companies) Rules, 2016.

The Appellant has submitted that service was duly affected on the respondents. Other than the Registrar of companies, none appeared on behalf of

the other respondents. While Respondent No. 2 to Respondent No. 4 were proceeded ex-parte vide order dated 27.05.2019, and Registrar of

companies submits that they have no objections to the prayer of the applicant being granted by this bench.

The Appellant prays for the restoration of company namely M/s Zamidar Agrotech Private Limited in order to take forward proceedings initiated

against the company. As per averments, information was received from Investigation Wing, Unit 1 Delhi about suspicious nature of banking

transactions in the case of Zamidar Timber having bank account no. 101905000257 with Mumbai Bangur Nagar Branch based on ‘Alert’

reported by the bank stating that total deposits between 28.06.2010 to 01.06.2011 is amounting to Rs. 3,45,94,056/- and total withdrawals in the same

period is around Rs. 3,46,27,645/-. It seems that customer is rotating the funds between related accounts and one of the accounts belongs to the

Respondent Company and further the respondent company has filed its return of income for the assessment year 2011-12, declaring income of Rs.

9,08,290/- The said return was processed under Section 143(1) and the same was processed under Section 143(1) of the IT Act.

The appellant has further submitted that it appears that there is tax evasion which has escaped assessment within the meaning of Section 147 &

148 of the Income Tax Act and action in accordance with law is required to be initiated against the company. Notice dated 31.03.2018 under section

148 of the Income Tax Act, 1961 was issued to the respondent at its registered address and email id as well as through affixation, to which there is no

response, from any of the Respondents being the company and its ex-directors.

The appellant has further submitted that Reasons for issue of notice under section 148 of the Income Tax Act, 1961 were served on the respondent

at its registered address and also Form for recording the reasons for initiating the proceedings under section 148 and for obtaining the approval of the

Addl. Commissioner of Income Tax is annexed with the appeal.

The Ld. Counsel for the Income Tax submits that assessment order was passed on 20.12.2018 under section 144/147 of the Income Tax Act,

1961.

It is further submitted that Notice of Demand dated 20.12.2018, under Section 156 of the Income Tax Act, 1961, was also served on the

respondents asking them to pay the penalty under section 271(1)(c) and 271 F amounting to Rs. 41,04,970/- within 30 days of the service of this notice

but nothing is paid till date. The said penalty proceedings are initiated in furtherance of assessment order dated 20.12.2018.

The Ld. Counsel for the Income Tax submits that in order to recover the taxes on the undisclosed income of the respondent company and to

charge and recover the revenue from the transactions from the respondent company during the assessment year 2011-12, it necessitates restoration of

the Respondent Company in the Register of Companies to proceed further in accordance with law, since as on date the proceedings cannot continue

against the company, for it being struck off.

The income tax department is an aggrieved party within the meaning of section 252(1) as it has to recover taxes payables by respondent company

and great prejudice will be caused to revenue if the name of the respondent company is not restored back. In above circumstances, this appeal is

allowed. The Registrar of companies is therefore directed to restore the name of the Respondent Company in their Register and also proceed to take

such other and further penal action against the respondents in accordance with the statutory provisions. The name of the Respondent 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 248(1) of the Companies Act, 2013.

The appeal is disposed of accordingly.

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