Oriental Iron Casting Ltd vs Registrar of Companies & Anr

Heard Learned Counsel for the Appellant as well as Shri Subham Narda, Learned Counsel appearing for Respondent No.1. Although this Court granted time to Income Tax Department to file their reply on 9th November, 2020 and 4th October, 2021, no reply has been filed by Income Tax Department. With the consent of the parties, we procced to decide the Appeal on merit.

This Appeal has been filed by 'Oriental Iron Casting Ltd.' challenging order dated 21.11.2019 passed by the National Company Law Tribunal, New Delhi, Court III (hereinafter referred to as 'Tribunal'). The Appellant Company was incorporated on 25.11.2010. Appellant filed its financial statement for the financial year ending 31.03.2011. Registrar of Companies (ROC) issued Notice dated 27.04.2017 under Section 248(1) & (4) of the Companies Act, 2013 expressing its intention to struck off name of the Companies so listed. By order dated 30.06.2017, the ROC directed that the name of the Appellant be struck off from the Register of Companies. Aggrieved by the said order an appeal was preferred by the Appellant under Section 252 of the Companies Act, 2013 before the National Company Law Tribunal, New Delhi, which has been dismissed by the Tribunal on 21.11.2019. While dismissing the Appeal the NCLT observed that there is nothing on record to show that the Appellant Company was ever got itself engaged in the business as per its Object clause. With regard to Income Tax Return, it was observed that filing of the Income Tax Returns was a mere formality since no tax was paid.

Learned Counsel for the Appellant challenging the order contended that Company was involved in substantial business activities even after 2011. The Counsel referred to Balance Sheet of the Appellant Company which has been brought on record of the Appeal. She specifically referred to Balance Sheet of FY ending 31.03.2017 at page 529, where in 'Assets' column there are investments running in several lakhs. Further, the Balance Sheet ending 31.03.2018 has been also referred to where investments have been shown including the details of assets and liabilities.

Learned Counsel for Respondent No.1 fairly submits that Respondent No.1 cannot support the earlier orders striking out the name of the Appellant.

In view of the above, we are of the view that this Appeal deserves to be allowed. The order passed by NCLT dated 21.11.2019 as well as order passed by Registrar of Companies dated 30.06.2017 are set aside and the name of the Appellant Company is restored in the Register of Companies at its serial where registered. The Appeal is allowed with cost.