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Judgment
V.P. Singh, J
This Company Petition is filed by Petitioner KAT NAT PACKAGING PRIVATE LIMITED through Nishant Anoop Tejwaney, Director of the Company under Section 252(1) of the companies Act, 2013 seeking relief against the Registrar of Companies, Mumbai, the respondent, among other things, to restore the name of the Company in the Register of Companies maintained by the Registrar of Companies, Mumbai.
The Petitioner submits that the Company was incorporated on 04.07.2012 under the Companies Act, 1956 vide CIN U74950MH2012PTC232966 as a Private Company limited by shares with the Registrar of Companies, Mumbai. The Petitioner submits that the Main Object for which the Company was incorporated is to carry on business in India and elsewhere as manufacturers or/and dealers in and importers and exporters of all kinds of packaging containers including corrugated containers, corrugated rolling boxes, printing of papers & boxes, millboard, duplex board, cartons boxes and cases wholly or partly made of papers, boards, wood, glass, plastic, rubber, metals gelatine, tin etc.
The Company has failed to file its Financial Statements and Annual Returns since Incorporation, i.e. Financial Year 2012-13, 2013-14, 2014-15, 2015-16 and 2016-17 giving rise to a reasonable belief that the company was not functional.
Consequently, the Respondent initiated proceedings under Section 248 of the Companies Act, 2013, to strike off the name of the company from the Register of Companies.
The grievance of the Petitioner is that the Respondent struck off the name of the Petitioner Company from the Register of Companies maintained by the Registrar due to defaults in statutory compliances, on the part of the Petitioner for non-filing of Financial Statements & Annual Returns for the Financial Years 31.03.2013 to 31.03.2017, i.e. for five years.
The Petitioner submits that the company has audited the Financial Statements till Financial Year 2016-17 and conducted the Annual General Meetings of the respective Financial Years. The Petitioner submits that inadvertently the company could not file the statutory documents with the Registrar of Companies.
The Petitioner submitted that the Company does not have any bank account in any nationalised or co-operative banks. Therefore, no huge amount in cash has been deposited after demonetization during the period 08.11.2016 to 31.12.2016.
As per the directions of this Bench dated 03.01.2019, 15.02.2019, 08.04.2019 and 05.07.2019, Petitioner has served notice with Permanent Account Number on Income-tax Department on 22.07.2019 and Office of Regional Director on 20.02.2019. The Petitioner filed Affidavit of Service dated 16.08.2019 and 05.04.2019, and till date, no reply/objection has been received from Income Tax Department or Regional Director.
The Respondent side filed its Reply in the form of an affidavit explaining therein the reasons for striking off the name of the company under section 248 of the Companies Act, 2013. The Respondent side has explained the sequence leading to the striking off the company as follows:
(a) The Respondent submits that the Petitioner Company have failed to file the Statutory Returns for a continuous period of more than two years since incorporation, i.e. Financial year 2012-13 and the company is not carrying on any business or operation for a period of two immediately preceding financial years, and neither has filed an Application under Section 455 of the Companies Act 2013 within such period for obtaining the status of a Dormant Company.
(b) The Respondent issued STK-1 Notice to the company and its directors informing the intention of the Registrar to strike off the name of the company and requesting to submit a cause contrary to the said action within 30 days.
(c) Further, as required under Rule 7 of the Companies (Removal of Name) Rules, the name of the company was published on the website maintained by the Ministry vide STK-5 dated 03.05.2017. It may be noted that the said notice is issued a public notice to not only the company and the directors of the company but also to all stakeholders concerned to receive their objections to the said intention of the Registrar to remove the name of the company.
(d) In addition to the publication of the name of the company on the website of the Ministry, the name was also published in the official gazette and also another public notice was issued in leading English newspaper (Times of India) and a widely circulated vernacular language newspaper (Maharashtra Times - Marathi) on 10.05.2017.
(e) It is submitted that the representation received by this office against the strike-off action is 'None'.
(f) Therefore, in the absence of any representation against the proposed strike-off action, the Registrar struck off the name of the company on 30.06.2017, and the dissolution order was published on the website of the Ministry vide STK-7 on 10.07.2017.
(g) The said fact of non-filing of statutory Returns has been admitted by the Petitioner in its Petition.
Upon the perusal of the audited financial statements submitted by the Petitioner company, this Bench has observed that the Petitioner company has Short-Term Borrowings of Rs. 4.83 Lakh; Short-Term Provisions of Rs. 25.00 Thousand and Tangible Assets of Rs. 5.32 Lakh for the Financial Year ending 31st March 2017.
On hearing the submissions of the counsel appearing on behalf of the Petitioner and perusal of the Reply of Registrar of Companies, Mumbai and the documents submitted, it is clear that the Company is in operation. The ROC, Mumbai struck off the name of the company, as the Company failed to file Statutory Returns for a continuous period of more than two years. However, the company is in business operation and therefore, unless the relief sought is granted to the Company, grave hardship and irreparable loss shall be caused to the said Company, its members and its creditors.
Given the above facts and circumstances, we are satisfied that the prayer sought by the Petitioner Company deserves to be allowed.
ORDER
Given the above facts and circumstances, the Appeal No. 1855/252/MB/2018 filed by KAT NAT PACKAGING PRIVATE LIMITED through Mr. Nishant Anoop Tejwaney, Director of the Company, seeking restoration of the Company's name in the Register of Companies maintained by the Registrar of Companies, Mumbai, Maharashtra is allowed on the following terms:
The Respondent is directed to restore the name of the Petitioner Company in the Register of Companies subject to payment of a sum of Rs. 1,00,000/- (Rupees One Lakh Only) as cost payable in the account of "Prime Minister's National Relief Fund" within 10 days from the date of receipt of copy of this order.
The company shall file all its pending financial statements and Annual Returns with all the applicable fees and late fees with the Respondent within 30 days from the date of receipt of the copy of this order, failing which, this order will stand vacated automatically.