Navkar Township Private Limited vs Registrar Of Companies Mumbai

This  is  a Company  Appeal/69/2023  filed  under  Section  252(1)  of  the Companies Act, 2013 (hereinafter called as ‘the Act’) by Mr. Laxman Khedekar, Director of M/s. Navkar Township Private Limited (hereinafter called as ‘the Company’) seeking a direction to the Registrar of Companies, Mumbai (hereinafter called as ‘the ROC’), to restore the Company in the Register of Companies.

Brief averments of the Application are that the Company was incorporated on 02.04.2012, having its registered office at 332/7, Navkar City, Near Don Bosco High School, Juchandra, Naigaon East, Taluka, Vasai- Thane-401208, in the State of Maharashtra. The Authorised Share Capital of the Company is Rs.2,50,00,000/- (Rupees Two Crores and Fifty Lakh Only) divided into 25,00,000 number of Equity Shares of Rs.10/- (Rupees Ten each only) and Issued, Subscribed Paid up Capital of the Company is Rs.2,49,97,500/- (Rupees Two Crores Forty-Nine Lakhs Ninety-Seven Thousand Five Hundred Only) divided into 24,99,750 number of Equity Shares of Rs.10/- (Rupees Ten each only). The main objectives of the Company are given in the Memorandum of Association.

The Petitioner Company has failed to file its Financial Statements & Annual Return for the Financial Years 2017-2018 and 2018-2019. The Respondent has, therefore, initiated action under Section 248(1) of the Act for striking off the name of the Company from the Register of Companies and consequently the name of the Petitioner Company was struck off from the Register of Companies. Further in pursuance to sub section (5) of Section 248 of the Companies Act, 2013 and as under Rule 9 of the Companies (removal of Names of Companies from the Register of Companies) Rules, 2016 had issued a Public Notice as in Form no. STK 7 as on 16.04.2022 and the same was placed on the website of the Ministry of Corporate Affairs, by the Registrar of Companies.

The reason given by the Company for non-filing of Returns is that The Applicant Company initially could not start is business as mentioned in its Memorandum of Association from the initial financial years of its incorporation as the Company is into construction business and were waiting for the right project. However, Company has land with it since 2015-16 to commence building work which was pending for approval from the local authorities and the approval for which was received from Municipal Corporation of Vasai Virar on 05.01.2021 but due to non-filing of annual financial statements and annual returns inadvertently for the financial years i.e. for the period ended 31st March, 2018 and 31st March 2019 with the Registrar of Companies, Mumbai. Therefore, the present petition is filed for restoration of the name of the Company in the Register of Companies.

The Registrar of Companies, Mumbai, who is the Respondent herein, has filed Counter Affidavit wherein the details of the Company such as date of incorporation, address of the registered office and period for non-filing of statutory returns for the financial years. While submitting the above facts the Registrar of Companies has stated that the sufficient opportunity was given to petitioner to comply with the provisions of Companies Act, 2013 by filing Annual Return and Financial Statement of Company after issuance of notice STK1 up to notice STK 7.

Heard. Perused pleadings and documents filed in support of the contentions of both parties.

ORDER

Having satisfied with the reasons mentioned above, this Tribunal is of the opinion that it would be just and proper to order restoration of the name of the Company in the Register of Companies.

The Company shall file all the pending Financial Statements and Annual Returns with ROC as per the Act and Rules made thereunder besides filing an Affidavit stating that the Company was neither involved in money laundering activities during the demonetization period nor any unlawful activities during the relevant period.

Further, the Petitioner Company is directed to pay the cost of Rs. 25,000/- per year (FYs 2017-18 to 2021-22) for which the Company has failed to file its Financial Statements & Annual Return, amounting to Rs. 1,25,000/- (Rupees One Lac and Twenty-Five Thousand Only) to the Bharatkosh and submit the receipt along with the other documents to the ROC.

The RoC is directed to restore the Company in the Register of Companies. The Applicant is directed to place this Order with ROC within 30 days from the date of receipt of this Order.

Accordingly, the Company Appeal No. 69/2023 is hereby disposed of.