Mr. Krishana Kumar vs Registrar Of Companies

Dr. Deepti Mukesh, Member (Judicial)

The present appeal is filed by Mr. Krishna Kumar (Ex-director) of M/s Ghanshyam Realtors Private Limited (for brevity the Company),

under Section 252 of the Companies Act, 2013 (for brevity 'the Act) against the order of striking off the name of the company, passed by the

respondent under Section 248 (1) of the Act, issued vide notification no. ROC/DELHI/248(5)/STK-7/4865 dated on 08.08.2018 by Registrar

of Companies, the respondent herein.

The appellant states that, the company was incorporated as a Private Limited Company with the Registrar of Companies, NCT of Delhi

and Haryana under the Companies Act, 1956 on 24.02.2006 with CIN U45201 DL2006 PTC146803, having its registered office at Lotus Tower,

Appeal No. 331/252/ND/2019 Mr. Krishna Kumar (Ex-director) of M/s Ghanshyam Realtors Pvt. Ltd. Basement, Community Centre, New Friends

Colony, New Delhi-110065, within the jurisdiction of this Tribunal.

The Authorized Share Capital of the company is Rs. 80,00,000/- divided into 8,00,000 equity shares of Rs. 10/- each. The issued, subscribed

and paid up share capital of the Company is Rs. 76,00,000/- divided into 7,60,000 equity shares of Rs. 10/- each, as per the Master Data Annexed.

The main objects of the company are:

(a) To engage in infrastructure development, Real Estate Promoters, Developers & Project Management Association including civil, mechanical, electrical, and

all other types erection, commissioning projects, project trading as well as consultant for execution of projects on turnkey basis for equipments of industries,

domestic and other purposes.

(b) And other main objects.

The Respondent herein had issued Public notice bearing No. ROC/DELHI/248/STK-5/2018/2912 dated 18.06.2018. Consequently, Appellant's

name was struck off vide notice bearing No. ROC/DELHI/248(5)/STK-7/4865 dated on 08.08.2018 (Company's name appearing at Sl. No. 7501)

whereby name of 24280 companies have been struck off w.e.f. 08.08.2018 from the Registrar of Companies.

As per the ROC, Appellant had not filed its Financial Statements and Annual Returns for the Financial Years 2015-16 onwards thereby

giving Appeal No. 331/252/ND/2019 Mr. Krishna Kumar (Ex- director) of M/s Ghanshyam Realtors Pvt. Ltd.rise to the surmise that the business of

the company was not in operation. Consequently, the name of the company was struck off in name was terms of provisions of Section 248 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 brought forward the following documents about it being in operation and functional during the period of striking off:

i. The Copies of Audited Financial Statements of the company for the period from F. Y. 2015-16 onwards. The Balance Sheet as on 31.03.2018 reflects Assets in form

of Non-Current Investments of Rs. 88,75,000/-, Current Assets in form of Inventories of Rs. 6,67,67,778/-, Cash and Cash Equivalents of Rs. 2,83,398/

ii. The Copy of Sale Deed executed on 17.10.2006 between Sh. Shyam Singh, S/0- Sh. Hakam Singh, as lessor and M/s Ghanshyam Realtors Pvt. Ltd., as lessee for land

measuring 68 Kanal, 15 Marla bearing Khewat/Khatauni no. 173/216, Khasra no. 32/1/2/2(0-18), situated in Village Khangesra, Tehsil and Distt., Panchkula, for the

total Sale Consideration of Rs. 2,66,40,625/-.

iii. The Copy of Sale Deed executed on 18.01.2007 between Sh. Gafoor S/0- Sh. Nanak, as lessor and M/s Ghanshyam Realtors Pvt. Ltd as lessee for land

bearing Khewat/Khatauni no. 10/10, 58-3 (58 Kanal 3 Marla) Appeal No. 331/252/ND/2019 Mr. Krishna Kumar (Ex- director) of M/s Ghanshyam Realtors Pvt.

Ltd. situated in Village Dabkori hadbast no. 224 Tehsil and Distt., Panchkula, for the total Sale Consideration of Rs. 3,63,43,750/

iv. The Copies of Bank Statements of the Company in Central Bank of India as mentioned by appellant, for the period 08.04.2015 to 22.09.2016 showing various

transaction details of the Company and reflecting closing credit balance of Rs. 27,277.52 as on 22.09.2016.

v. The Copies of Income Tax Returns for the Assessment Years 2016-17, 2017-18 and 2018-19. The tax paid by the company for the A.Y. 2017-18 of Rs. NIL.

vi. Copies of Jamabandi receipt for the land owned by the company issued in the year 2015-16 and 2018-19 reflecting the name of the company.

ROC has filed its reply on 18.07.2019 and stating that they have no objection, if the name of company is restored in the Register of an Companies,

subject to appellant filing all its pending statutory documents with the Registrar of Companies till date along with the requisite late filing fee as

prescribed under the Companies Act, 2013.

The Income Tax Department has filed its reply on 06.02.2020 in which it has been submitted that the Company has filed its Income Tax Return for

the A.Y. 2012-13 to 2018-19. It further states that A.Y. 2014-15 loss of Rs. 15,711/-, A.Y. 2017-18 loss of Rs. 11,500/- and A.Y. 2018-19

loss Appeal No. 331/252/ND/2019 Mr. Krishna Kumar (Ex- director) of M/s Ghanshyam Realtors Pvt. Ltd. of Rs. 11,800/-. There are no pending

cases and outstanding dues against the company, no cash deposits have been made by the company in the period of demonetization.

The grounds contemplated under Section 252 of Companies Act, 2013, are that the company was carrying on business or was in operation at the

time of striking off its name or where it appears “just"" to the Adjudicating Authority that the name of the company is to be restored to the Register

of Companies and the Section 252(1) further contemplates that one of the above three conditions are required to be satisfied before exercising

jurisdiction to restore the company to its original name on the register of the Registrar of Companies.

The appellant has submitted sufficient evidence that it has been in operation during the period preceding strike off, therefore, it could not be termed

as a defunct company as per Section 252 of the Act. Thus, taking into consideration the provisions of Section 252(1) of the Companies Act, 2013,

which vests this Tribunal with a discretion where the Company, whose name has been struck off, and such Company is able to demonstrate that it is

just to do so, can restore the name of the Company, in the Register and in the interest of all stakeholders, including the Appellant itself, who seeks

restoration of the name of the Company in the register maintained by Registrar of Companies, the company deserve to be restored.

Accordingly, this appeal is allowed. The Public Notice of Registrar of Companies, striking off the name of the company, is hereby declared illegal

and set aside. The restoration of the company's name to the Register of Registrar of Companies is ordered subject to its filing of all outstanding

documents with proper filing fees along with additional fees required under law and completion of all formalities, including payment of any late fee or

any other charges which are leviable by the respondent for the late filing of statutory returns, and also subject to payment of Rs. 25,000/- to be paid to

Prime Minister's Relief Fund. The name of theAppellant 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 stands allowed and disposed of in the above terms.

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