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Judgment
Balraj Joshi, Member (Technical);
This Company Petition has been filed by one of the Shareholders of the petitioner company, Metal & Tin Box Co. (India) Private Limited, (struck off) U/s. 252(3) of the Companies Act, 2013 aggrieved against the Order of strike off carried out by the Respondent, Registrar of Companies, West Bengal under section 248 of the Companies Act, 2013. The present application has been filed by the Applicants seeking thereof to restore the name of the Company in the Register maintained by the Respondent ROC. which was struck off on 30.10.2019.
The Company was incorporated on 13th day of October, 1954 as a private limited company, having CIN: U27106WB1954PTC021899 with registered office at 13, Nather Baganstreet, P.S.- Jorbagan, Kolkata- 700005 in the state of West Bengal, India.
The main object of the Company is stated as to carry on all or any of the trades or business of manufacturers, export import and deal in Tin, steel, Iron ,Card Board, Aluminum and Nickel Boxes , Phials, Drums , Barrels ,Plates, Tank and Tools of every description for commercial purpose and for that establish workshops, factories, mills in Calcutta or at any other place or places in India, Burma, Ceylon or elsewhere and to equip such with up-to–date electrical, mechanical, or any other type of tools machineries apparatus and appliances.
The learned counsel for the Applicant submitted that the Applicant who is a director and shareholder of the Company holds 200 equity shares of Rs. 100/- each in the Company. That there are three more Shareholders of the Company holding total of 1600 (One Thousand Six Hundred) Equity shares of Rs.100/- (Rupees One Hundred) each amounting to paid up capital of Rs. Rs.1,60,000/- (Rupees One Lacs Sixty Thousand Only).
It is contended that due to management issues, the petitioner could not file annual returns and financial statements for the relevant financial years and now the copies of the said Financial Statements; Statement of Bank Accounts as well as the IT returns have been produced. Upon the said contentions, the Ld. Authorised Representative 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 its report at the Registry with copy to the petitioner. It was 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, West Bengal has struck off the name of the petitioner company from the register maintained by the Registrar of Companies, West Bengal.
The Learned Counsel of the Applicant submitted that the Company is in possession of immovable properties and is the absolute owner of a plot of land measuring 12 (Twelve) cottahs, together with a partly 3 storied brick building standing on a portion thereof with C.I. Shed thereon, having covered area 4075 Sq. ft. approximately lying and situated at and as premised no- 233/1, Gopal Lal Thakur Road, P.S. Barahanagar, Kolkata- 700036 and this plot is used as factory shed of the applicant Company, whose book value is reflected in the Balance sheet for FY-2020-21 amounting to Rs.222,90,706/-.
ROC, West Bengal has not objected to this application for restoration of the name of the petitioner company. We are satisfied that it would be just that the name of the company is restored to the register.
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 document(s) including Annual Accounts and Annual returns for the 2017-18, 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. 40,000/- (Rupees Forty 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. 279/KB/2022”.
d. The Petitioner is directed to deliver a certified copy of this 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 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 C.P. No. 279/KB/2022 is disposed of accordingly and is allowed on the aforesaid terms.
The Registry is directed to send e-mail copies of the order forthwith to all the parties inclusive of the Counsel.
Certified copy of this order, if applied for be issued upon compliance with all requisite formalities.