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Judgment
Rajasekhar V. K. Member (Judicial)
The court convened via videoconferencing.
This common order disposes of CA No.336/ALD/2019, CA No.l8/ALD/2021 as well as the main CP No.l61/ALD/2017.
CA NO.18/ALD/2021
CA No. 18/ALD/2021 is filed by the applicant for seeking urgent relief in the main petition filed for restoration of the name of the struck off company to the register of companies maintained by the Registrar of Companies, Uttar Pradesh, Kanpur. Since the main company petition is taken up for final disposal, this particular application has become infructuous, and is dismissed as such.
CA No. 336/ALD/2019
CA No. 336/ALD/2019 is filed by the applicant for setting aside the order dated 13.03.2019, whereby this Tribunal dismissed the main company application i.e., CP No.l61/ALD/2017 for want of prosecution. The learned counsel appeared and submitted that due to some personal reason the learned counsel was unable to appear before the Tribunal on three different occasions.
Considering the facts, and in the interest of justice, we recall the order by which the main Company application was dismissed.
Accordingly, CA No. 336/ALD/2019 stands allowed.
CP NO.161/ALD/2017
Now we proceed to deal with the main company petition filed by Mr. Shivendra Singh under section 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, Gale Insurance and financial Advisers Limited, was incorporated on 18th June 2007 and the name of the Company was struck off on 06lh May 2017 by the RoC.
It is contended that the Company had not filed the Financial Statements and Annual Returns i.e., forthe financial year ended 2013-14 onwards inadvertently due to severe losses suffered in the business. The directors were pre-occupied in pursuing the claim for recovery of business income. It is further contended that the Company has cash and cash equivalent of र9,83,568.87 and intangible assets र1,17,50,527.63 which is reflected from the audited balance sheet forthe year ending 31st March 2019. 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. 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 bff 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 petitioner 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 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 र 80,000/- (Rupees Eighty 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 ofNCLT in C. PNO.161/ALD/2017.”
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.
CP No.l61/ALD/2017 is disposed of accordingly.