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Judgment
Rohit Kapoor, Member (Judicial)
This Court is convened through hybrid mode.
This Company Petition has been filed by Mr. Supriya Adak, one of the shareholders of M/s. Ma Annapurna Continental Private Limited, under Section 252(3) of the Companies Act, 2013 for restoration of name of the Struck off company in the register of the Companies, maintained in the office of the Registrar of Companies, West Bengal it is stated that the name of the company was struck off on 3rd February, 2022.
It is contended that the Authorized Share Capital of the Company is Rs. 10,00,000 (Rupees Ten Lakh Only) and paid-up Capital of the Company is 10,00,000 (Rupees Ten lakh Only). It is observed that the Company has the Current Assets to the tune of Rs. 21,73,732/- out of which Rs. 18,43,853/-is Trade Receivables.
It is contended that the company has not filed the financial Statements for the financial years ended 2018-19, 2019-20, 2020-21 and Annual Returns of the Company for the financial years ended 2018-19, 2019-20, 2020-21, due to inadvertent mistake as the person in charge of looking after the compliance and filing of the Company left the Company with the work incomplete due to certain reasons and without any intimation. It has now produced copies of the said financial statements.
It is further contended that the Company has outstanding loans and borrowings, paying salary and bonus to its employees and staff and has also paid its statutory dues to the government, including income tax and GST. Hence, it will be unfair to company if the company is struck-off. Upon the said contentions, the Ld. Counsel for the Petitioner prayed for passing of an order for restoration of the name of the appellant company.
Notices were issued to the Registrar of Companies, West Bengal. The Registrar of Companies, West Bengal has submitted a report dated 25th October, 2022. It was stated in the report that only after the compliance of requirements to be met under Section 248 of the Companies Act, 2013, Registrar of Companies, West Bengal has struck off the name of the Company from the register.
The Registrar of Companies, west Bengal has no objected to this application for restoration of the name of the company. We feel that it is just that the name of the Company is restored. Accordingly, in exercise of the powers conferred on the Tribunal under Section 252 of the Companies Act, 2013, the petition is allowed on the Following terms:
a) The Registrar of Companies, West Bengal, 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 documents including Annual Accounts for the period of 2018-19, 2019-20 and 2020-21 and Annual returns for the period 2018-19, 2019-20 and 2020-21 along with prescribed fees/additional fee/fine as decided by Registrar of Companies, West Bengal within 45 days from the date on which its name is restored on the register of companies maintained by the Registrar of Companies, West Bengal.
c) The restoration of the Company’s name is also subject to the payment of cost of Rs. 30,000/- (Rupees Thirty 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. 293/KB/2022.”
d) The petitioner is directed to deliver a certified copy of the order with Registrar of Companies, West Bengal 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, West Bengal 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, west Bengal to take appropriate action(s) in accordance with the law, for any other violations/offences, if any, confirmed by the Appellant company prior to or during the period the name of the Company remained Struck off.
The C.P. No. 293/KB/2022 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 copies of this order, if applied for be issued upon compliance with all requisite formalities.