M/S Plug Energia Private Limited vs Registrar Of Companies

Dr. Deepti Mukesh, J

The present appeal is filed by M/s. Plug EnergiaPrivate Limited (for brevity the ‘Company’) throughits director, 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 bearing No. ROC/DELHI/248(5)/STK-7/4865 dated on 08.08.2018by 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 25.05.2011with CIN U32201DL2011PTC219833,having its registered office situated at 7645, Clock

Tower, G.T. Karnal Road New Delhi- 110007,within the jurisdiction of this Tribunal.

The Authorized Share Capital of the company is Rs. 1,00,000/-divided into 10,000 equity shares of Rs. 10/- each. The issued, subscribed and paid

up share capital of the Company is Rs. 1,00,000/- divided into 10,000/- equity shares of Rs. 10/- each, as per the Master Data Annexed.

The main objects of the company are:

(i) To carry on business of manufacturing & service related to Telecom & Energy equipment’s.

(ii) To carry on the business of manufacturers, designing, assemblers, fabricators & traders of telecom control & energy product of all types and

instruments of all kinds radar equipment electronics instrument and components consumer and entertainment electronics equipment’s office and

telecommunication equipment, computer peripherals and software, micro-wave equipment, and equipment for the processing of information technology

and for alternate sources of energy and equipment for the automotive plastics, chemicals, textile and agricultural industries and the manufacture of all

their components and sub-assemblies thereof.

(iii) 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.

15552) 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 hadnot filed its Financial Statements and Annual Returns from the Financial Year 2014-15 to 2017-18, thereby giving

rise to the surmise that the business of the company was not in operation. Consequently, the name of the company was struck off in 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. 2014-15 to 2016-17. The Balance Sheet as on 31.03.2017

reflects Assets in form of Tangible Assets of Rs. 2,97,875.00,Current Assets in form of Cash and cash equivalents of Rs. 6,430/- and Revenue from

operation Rs. 804,866/-.

ii. The copy of Bank Statements of the Company in YesBank for the period 01.04.2014 to 30.03.2018 showing various transaction details of the

company and reflecting closing credit balance of Rs. 9150.57/- as on 30.03.2018.

iii. Copies of Income Tax Returns for the Assessment Years 2015-16 to 2016-17 and 2017-18. The tax paid by the company for A.Y. 2017-18 is Rs.

NIL.

iv. The copy of reply sent by the Company in response to the notice of ROC in STK-5 received in June, 2018 by the Company. The letter of the

Company requesting ROC for time to comply the statutory filing was duly received by ROC on 20.07.2018.

ROC has filed its reply and stating that they have no objection if the name of company is restored in the Register of 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 not filed any reply in spite of opportunities given to do the same.

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 nameorwhere 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 the Appellant 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.