Kumar Siddharth Director of AM2PM Business Services Private Limited vs Registrar of Companies, Jharkhand

Balraj Joshi, Member (Technical):

1) This Court is congregated through hybrid mode.

2) This Company Petition has been filed by Kumar Siddharth director of AM2PM BUSINESS SERVICES PRIVATE LIMITED (struck off), S/o Sri Sunil Kumar Tiwary and residing at P.O. Booti, P.S Sadar, District Ranchi, Jharkhand-835217u/s. 252(3) of the Companies Act, 2013 for restoration of name of the struck off company in the register of companies, maintained in the office of the Registrar of Companies, Jharkhand. It is stated that the name of the Company was struck off on 19th October, 2022.

3) The petitioner/applicant has made the following submissions:-

i. AM2PM Business Services Private Limited (Struck Off) was incorporated on 8th day of September, 2020 as a private company limited by shares under the provisions of the Companies Act, 2013. The authorised share capital of the Company is Rs. 10,00,000/- (Rupees Ten Lakhs only). The Paid-up capital of the company is Rs. 1,00,000/- (Rupees One Lakh only).

ii. The nature of business of the company is to, inter alia, provide manpower placement, manpower consultancy and recruiting, selecting, interviewing, training and employing all types of executives, middle management staff, junior level staff, workers, labourers, skilled/unskilled etc..

iii. There are 2 subscribers to the memorandum of the company namely Ms. Kiran Devi and Kumar Siddharth. Those two subscribers are also the Directors of the Petitioner Company having DIN No. 08868278 and DIN No. 08868279 respectively.

iv. A notice dated 13th July, 2022 was issued by the Respondent to the directors of the Company, in Form No. STK-1 under Section 248 (1) of the Companies Act, 2013 on the grounds that the subscribers to the memorandum have not paid the subscription which they had undertaken to pay at the time of incorporation of a company and a declaration to this effect has not been filed within one hundred and eighty days of its incorporation under sub-section (1) of section 10A.

v. On September 28, 2022 & September 30, 2022 the subscribers to the memorandum have paid the subscription which they had undertaken to pay at the time of incorporation of the company which can be reflected through the bank statements of the company bearing Account No 480101010036508 in Union Bank of India.

vi. The name of the Company was struck off from the Register of Companies as maintained by the Registrar of Companies, Jharkhand on 19th October, 2022 vide STK No. 7 notice dated 19th October, 2022.

vii. The petitioner submitted that after incorporation of the Company due to adverse business condition prevailing on account of COVID-19 pandemic, the Company could not procure any business. The subscribers suffered from personal losses during the pandemic period due to which the subscribers to the memorandum could not pay the subscription which they had undertaken to pay at the time of incorporation of the company.

viii. Thereafter, after much effort the Company has secured Order from the Bihar State Warehousing Corporation dated 27th August, 2022 for supply of required personnel as per the work order. The petitioner submitted that the Company is also in the process of receiving several other orders from organizations both government and private.

ix. The petitioner further submitted that if the name of the company is restored in the register of companies, then it will further set in motion the future prospects of the business of the Company.

x. The Company has already obtained PAN and TAN in its name.

xi. It was submitted by the petitioner that that at present there are 10 numbers of manpower deployed by the Company and non-restoration of the name of the Company will seriously effect their rights and will render them without any livelihood. The company is also expecting some favourable changes in the market conditions which would help the business of the company to develop.

Upon the said contentions, the Ld. Counsel for the Petitioner prayed for passing of an order for restoration of the name of the company.

Notice was issued to the Registrar of Companies, Jharkhand. The Registrar of Companies, Jharkhand has submitted a report. It has been, inter alia, stated in the report that only after compliance of the requirements to be met under Section 248 of the Companies Act, 2013, Registrar of Companies, Jharkhand has struck off the name of the company from the register. However, ROC, Jharkhand has not objected to this application for restoration of the name of the company subject to filing of commencement of business in Form-20A and legal compliances prescribed under Companies Act, 2013 immediately after restoration of the name of the Company.

On perusal of the application we are satisfied that the name of the company should be restored to the register. Therefore, this petition deserves sympathetic consideration. Accordingly, the present petition is allowed on the following terms:-

a) The Registrar of Companies, Jharkhand the respondent herein, is directed to restore the original status of the petitioner company as if the name of the Company had not been struck off from the register of Companies with the resultant and consequential actions like changing status of petitioner company from ‘struck off’ to ‘Active’.

b) The Petitioner Company is directed to file all pending statutory document(s) including filing of commencement of business in Form-20A along with prescribed fees/additional fee/fine as decided by Registrar of Companies, Jharkhand within 30 days from the date on which its name is restored on the register of companies maintained by the Registrar of Companies, Jharkhand.

c) The restoration of the Company’s name is also subject to the payment of cost of Rs.10,000/- (Rupees Ten Thousand only) through online payment in www.mca.gov.in under miscellaneous fee by mentioning particulars as “Payment of cost for restoration of company pursuant to orders of NCLT in C.P. No. 53/KB/2023”.

d) The petitioner is directed to deliver a certified copy of this order with Registrar of Companies, Jharkhand within thirty days of the receipt of this order.

e) On such delivery and after due compliance with the above directions, the Registrar of Companies, Jharkhand is directed to publish the order in the Official Gazette under his office name and seal;

f) This order is confined to the violations, which ultimately led to the impugned action of striking off the name of the Company, and it will not come in the way of Registrar of Companies, Jharkhand to take appropriate action(s) in accordance with law, for any other violations / offences, if any, committed by the petitioner company prior to or during the period the name of the Company remained struck off.

The CP No.53/KB/2023 is disposed of accordingly.

The Registry is directed to send e-mail copies of the order forthwith to all the parties inclusive of the Counsel.

Urgent certified copy of this order, if applied for be issued upon compliance with all requisite formalities.