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Judgment
This Petition has been filed under Section 252(1) of the Companies Act, 2013 (the Act) by the Directors Mr. Mukesh Trivedi and Ms. Swati
Vijaypati Tripathi of the Appellant Company praying to restore the name of the company in the Register of Companies maintained by the Respondent.
The Appellant submits that it was incorporated on 05.04.2007 under the Companies Act, 1956 to carry out the following objects:
“To carry on business of Recruitment, Training and Development and brand management, event management jobs and employment in
accountancy, banking, insurance catering, hospitality……â€
The Company has failed to file its Financial Statements and Annual Returns for the Financial Years i.e., 2014-15, 2015-16, 2016-17 and 2017-18.
It is submitted that the present Directors have taken over the Company on 04.06.2015. The previous directors were in charge of affairs of the
Company till then and had not done any filing. When Appellants took charge of affairs of the Petitioner Company and by the time accounts could be
prepared and Company could be audited after the taking over, it got the notice for striking off of the Petitioner Company. It was not possible to
complete the audit and file all documents in such a short period and the name of Company was struck off from the Register of Companies.
The Respondent submitted the Affidavit in reply on 29.08.2019 explaining the following sequence of events leading to the striking off of the name of
the Company:
(a) The Respondent issued Notice in Form STK-1 to the Company and its directors informing the intention of the Registrar to strike off its name and
requesting them to submit within thirty days, cause contrary to the said action.
(b) Further, as required under rule 7 of the Companies (Removal of Names of Companies from the Register of Companies) Rules, 2016 (the Rules)
the name of the Company proposed to be struck off was published on the website maintained by the Ministry and Official Gazette vide STK-5 dated
19.07.2018. Notices were also issued to the Company and the Directors.
(c) In addition the same was also published in the in leading newspapers Times of India (English) and Maharashtra Times (Marathi) on 21.07.2018.
(d) No response/representation was received. Accordingly, the Respondent struck off the name of the company on 11.09.2018 and the dissolution
order was published on the website of the Ministry vide STK-7 on 12.09.2018.
Upon perusal of the audited accounts submitted by the Petitioner Company, the Bench found that the Company is not in operation. The Company
has Fixed Assets Nil, Inventories Nil and Long-Term loans and advances Nil, Long Term borrowings Nil and Revenue from Operations Nil, Employee
Benefit Expenses Nil and Loss of Rs.10,057/- for year ended 31.03.2018 and Loss of Rs.7,670/- for year ended 31.03.2017.
All the above ‘Nil’ figures and factual details substantiate the criteria that the company is not carrying on any business or operation as
defined under section 248 of the Companies Act 2013, therefore, the action taken by Registrar of Companies, Mumbai is justified, and the Bench did
not find any ground to interfere with such action. The Bench is also of the considered view that this type of Companies only put the burden on the
system, Government/ROC, by way of record keeping, ensuring compliance for these companies and at times these Companies may not be used for
the purposes/object for which they were originally incorporated.
We thus find no infirmity in the impugned order. This appeal is liable to be dismissed. Hence ordered.
ORDER
The Company Appeal CP No. 1228/252(1)/MB/C-II/2019 seeking restoration of the company’s name in the Register of the Companies
maintained by the Registrar of Companies, Mumbai be and the same is dismissed.