SJK Estates Private Limited vs Registrar Of Companies

Saroj Rajware, Member (T)

Since in both the appeals the prayer is with respect to restoration of the Company, which was struck off on 08.08.2018, therefore, we would like to decide both the appeals by this common order.

This Appeal has been filed by the appellant invoking the provision of Section 252 of the Companies Act, 2013 for restoration of the name of the appellant company in the register maintained by the Registrar of Companies, NCT of Delhi.

As per the averments, M/s. SJK ESTATES PRIVATE LIMITED was incorporated on 02.01.2007 and has its registered office at D-143 Saket New Delhi- 110017 having CIN No. U45200DL2007PTC157229 within the jurisdiction of this Tribunal. The business of the Appellant company is in the field of sale, purchase, rent, erect etc. industrial, Residential, commercial townships..

A sweeping action was initiated by the RoC at the instance of MCA in striking off the names of several Companies, who had failed to file their Statutory Returns. The appellant submitted that there had been an inadvertent failure to ensure compliance of filing the Annual Returns and Financial Statements since 2007, thereby giving rise to the surmise that the business of the company was not in operation. Consequently, its name was struck off by the Respondent from the Register of Companies under Section 248 of the Companies Act, 2013 vide notification dated 08.08.2018.

The provisions pertaining to restoration of the name of the company has been provided in Section 252 of the Companies Act, 2013 which includes that, if it is just and equitable to restore the name of the company in the Registrar of Companies, it may direct the RoC to restore the name in its Register.

At this juncture, we would like to mention this fact that for the same prayer another appeal has been filed on behalf of the Income Tax Officer Ward 22(1), New Delhi and it is specifically mentioned in the memo of appeal that the appellant of this appeal M/s. SJK Pvt. Ltd. has not filed its ITR for the assessment year 2012-13 whereas it had come to the notice of Income Tax Department that during that period the appellant company has purchased mutual funds amounting to Rs. 14,50,000/- and on this ground, the Income Tax Officer has filed an appeal which has been registered as appeal number 702/252/ND/2019.

So, in the light of the aforesaid facts, we would like to consider the submissions of the Learned Counsel appearing for the appellant who in course of the arguments fairly submitted that for the same cause of action, the Income Tax Department has filed separate appeal and it was ordered to be taken up together.

Under such circumstances we think it is proper to consider the ground mentioned in both the appeals, on the basis of which can this Tribunal restore the name of company or not?

As we have already mentioned in the aforesaid para that the Income Tax Department filed the present appeal number 702/252/ND/2019 on the ground that the appellant company has failed to furnish the statement for the assessment year 2012-13. So, in our opinion, it would be the one of the ground for considering the prayer of the Appellant to restore the name of the Company. So far the ground taken by the Appellant of this appeal is concerned and the document filed alongwith the memo of appeal is concerned, from the perusal of the record, we find that the appellant has enclosed the sale deed dated 17.04.2007.

And second ground taken by the Appellant is that the Income Tax Department has sent the notice under Section 142 of the Income Tax Act and the same has also been corroborated by the appeal filed by the Income Tax Department, which is registered as appeal number 702/252/ND/2019.

Considereing the aforesaid facts, we think it is proper to restore the name of the Company. Accordingly, the appeal No. 721/252/ND/2019 filed by the Appellant Company is allowed subject to payment of costs of Rs. 25,000/- to the Prime Minister Relief Fund & Rs. 50,000/-to the Ministry of Corporate Affairs. The restoration of the Appellant Company's name in the Register will be subject to their filing all outstanding documents for the defaulting years as required by law and completion of all formalities, including payment of any late fee or other charges which are leviable by the respondent for the late filing of statutory returns within 30 days. The name of the appellant company shall then stand restored in the Register of the Registrar of Companies (RoC), as if its name of the company had not been struck off.

The direction for freezing the Bank Account(s) of the appellant company, if on this ground, shall consequently be also set aside to enable the company carry out its business operation. Compliance of this order for restoration shall be made by the respondent with all its consequential effects within one week of compliance by the appellant.

Appeal No. 702/252/ND/2019 filed by the Income Tax Department stands disposed off in terms of order passed in Appeal No. 721/252/ND/2019.

Let the copy of the order be served to the parties.