Shamji Rayshi Karia And Anr. vs Registrar Of Companies, Mumbai

This present Petition has been filed under Section 252 (1) of the Companies Act, 2013 (Act) by MASTER PAPER & CARD TRADING PVT LTD through its one of the Directors Mr. Shamji Rayshi Karia and other praying for restoring the name of the company in the Register maintained by the Registrar of Companies, Mumbai (RoC).

The Petitioner submits that the Petitioner company has been incorporated to carry out the following objects:

"To carry on the business as buyers, sellers, import, export, traders and dealers in all kinds of papers, and cards of all varities like visiting, marriage and greeting cards, ....."

The Petitioner submits that the company was incorporated on 19.04.1994 under the Companies Act, 1956. The Company has failed to file its Financial Statements and Annual Returns for the Financial Years 2011-12, 2012-13, 2013-14, 2014-15, 2015-16 and 2016-17 i.e. for 6 years.

The Petitioner submits that the non-compliance under the Companies Act 2013 is due to lack of professional expertise, the same could not be filed with the Registrar of Companies, Maharashtra, Mumbai.

The Petitioners submits that the Company was incorporated with Authorised share Capital of the Company is Rs. 5,00,000/- (Rupees Five Lakh Only) divided into 5,000 number of equity shares of Rs. 100/- (Rupees Hundred each) and the Issued, Subscribed & Paid-Up share capital of the Company is Rs. 1,00,000/- (Rupees One Lakh Only Only) divided into 1,000 number of equity shares of Rs. 100/- (Rupees Hundred each) equally held by Mr. Shamji Rayshi Karia and Mrs. Kamlaben Shamji Karia.

When the matter was taken up through Virtual Hearing (VC) on 29.01.2021 Ld. PCS Mr. Jay Mehta appeared for the appellant company and submitted that the notice was served to the Income Tax Department on 09.12.2020 by way of hand delivery and the copy of the petition was served on the RoC, Mumbai on 01/05/2018. No report/reply is received from both the departments. Ld. PCS also submitted that the name of the company was struck off on 19.07.2017 and the company do not have any revenue/income since year 2011-12. The Company has only fixed deposit amounting to Rs. 11 lakhs and the interest income on the fixed deposit is approx. Rs. 18,000 per annum. In view of the same, during the course of the hearing, Ld. PCS has submitted that the company would go for voluntary exit, winding up after complying with all statutory formalities.

As per section 252 (1) of the Companies Act, 2013, opportunity was provided to RoC to submit his report, however the RoC failed to file the same.

It is observed that notices were issued to the Respondent, but Respondent did not appear for the hearing and no reply is filed by the Respondent. Thereafter, the matter was listed for final hearing on 17.02.2021, and even on this date Respondent did not appear and therefore, the matter was heard on merits.

Upon perusal of the audited accounts submitted by the Petitioner Company, the Bench observed that the Company has Cash and cash equivalents of Rs.11,34,422/-, and other Income of Rs. 84,432/-, for year ended 31.03.2017 and the Company has Cash and cash equivalents of Rs.10,58,549/-, and other Income of Rs. 81,491/-, for year ended 31.03.2016.

Considering the above stated reasons and the facts, submissions of counsel that the company would apply for voluntary exit, winding up, we feel just and equitable to restore the name of company for a limited period of six months in the statutory register of Companies maintained by the Registrar of Companies, Mumbai so that Company can comply with its statutory compliances and file for voluntary exit.

Given the above facts and circumstances, we are satisfied that the prayer sought by the Petitioner company deserves to be allowed for a limited purpose. Hence, it is allowed with following direction: -

ORDER

Company Appeal CP No. 1535/252 (1)/MB/C-II/2018 filed by Master Paper & Card Trading Pvt. Ltd. through its Director Mr. Shamji Rayshi Karia, seeking restoration of the company's name in the Register of the Companies maintained by the Registrar of Companies, Mumbai is allowed for a limited period of six months from the date of receipt of copy of this order with the following terms. The Respondent is directed to restore the name of the Petitioner company in the Register of Companies subject to payment of a sum of Rs. 50,000/- (Rupees Fifty Thousand only) as cost payable in the account of "PM-CARES Fund" within thirty days from the date of receipt of copy of this order.

The company shall file all its pending financial statements and Annual Returns with all the applicable fees and late fees with the Respondent within a period of thirty days from the date of receipt of copy of this order, failing which, this order will stand vacated automatically.

With the aforesaid observation the present company appeal is conditionally allowed and accordingly stands disposed of.