Mr. Majid Khan vs Registrar Of Companies Kanpur

Rajasekhar V.K., Member (Judicial)

The present Petition has been filed by Mr. Majid Khan u/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, Kanpur, Uttar Pradesh. It is stated that the company SAM Infra

Private Limited was incorporated on 02nd March, 2012 and the name of the Company was struck off on 07th January, 2019 by the ROC.

It is contended that the Company had not filed the Financial Statements and Annual Returns since incorporation i.e. for the financial year ended

2012-13onwards inadvertently but has been active since incorporation and has also been maintaining all the requisite documentation. Further submitted

that the Annual General meeting of the company has also been held every year. It is further contended that the Company has assets of ₹1,50,72,000/-

which is reflected from the audited balance sheet for the year ending 31st March, 2020. 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. It is further stated that the company is not a shell company

neither any illegal transaction has taken place in the company.

Notice was issued to the Registrar of Companies, Uttar Pradesh. The Registrar of Companies, Kanpur, Uttar Pradesh has submitted a report. 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, Uttar Pradesh has struck off the name of the company from the register.

RoC Kanpur, Uttar Pradesh has not objected to this application for 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.

Thus, taking into consideration the provisions of section 252(3) 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 and equitable 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 and company not being a shell company, the company deserves to be restored.

Accordingly, the present petition is allowed on the following terms:-

a. The Registrar of Companies, Uttar Pradesh 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 and Annual returns for the period 2012-13,

2013-14, 2014-15, 2015-16, 2016-17, 2017-18, 2018-19, 2019-20 and 2020-21 along with prescribed fee and additional fee as decided by Registrar of

Companies, Kanpur, Uttar Pradesh within 45 days from the date on which its name is restored on the register of companies maintained by the

Registrar of Companies, Kanpur, Uttar Pradesh.

c. The restoration of the Company’s name is also subject to the payment of cost of ₹90,000/- (Rupees ninety 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. Appeal No.15/ALD/2021.â€​

d. The petitioner is directed to deliver a certified copy of this order with Registrar of Companies, Kanpur, Uttar Pradesh 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, Kanpur, Uttar Pradesh 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, Kanpur, Uttar Pradesh 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. Appeal No.15/ALD/2021 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.