Ms. MAHAJAN Buildtech Pvt. Ltd. vs Registrar Of Companies & Another

Dr. Deepti Mukesh, J

The present appeal is filed by Ms. Mahajan Buildtech Private Limited (for brevity the 'Company') through and by its director, under Section 252(1)

of the Companies Act, 2013 (for brevity the Act') against the order of striking off the name of the company, passed by the Respondent under Section

248 (1) of the Act, issued vide bearing No. ROC/DELHI/248(5)/STK-7/2879 dated on 30.06.2017 by Registrar of Companies, the respondent herein.

The Appellant states that, the company was incorporated as a Private Limited Company with the Registrar of Companies, NCT of Delhi and

Haryana under the Companies Act, 1956 on 16.12.2009 with CIN U45200 DL2009 PTC196980, having its registered office situated at CSC 5, UNIT

5, First Floor, DDA Gole Market, Sector-IX, Rohini, Delhi North Delhi-110085, within the jurisdiction of this Tribunal.

The Authorized Share Capital of the company is Rs.1,00,000/- divided into 10,000 equity shares of Rs. 10/- each. The issued, subscribed and paid

up share capital of the Company is Rs. 1,00,000/- divided into 10,000/- equity shares of Rs. 10/- each, as per the Master Data Annexed.

The main objects of the company are:

(a) To carry on the business of construction of residential houses, commercial buildings, flats and factory's sheds and buildings in or out

side of India and to act as builders, colonisers and civil and constructional contractors.

(b) To purchase, or in exchange, hire or sell any estates, lands, agricultural lands, buildings easements or such other interest in any

immovable property and to develop and turn to account by laying out, plotting and preparing the same for building purposes, constructing

building, furnishing, Fitting up and improving buildings and by paying, draining and building on lease.

(c) And other main objects.

The Respondent herein had issued Public notice bearing No. ROC/DELHI/248/STK-5/721 dated 27.04.2017. Consequently, Appellant's name was

struck off vide notice bearing No. ROC/DELHI/248(5)/STK-7/2879 dated on 30.06.2017 (Company's name appearing at Si. No. 11637) whereby

name of 22864 companies have been struck off w.e.f. 07.06.2017 from the Registrar of Companies.

As per the ROC, Appellant had not filed its Financial Statements and Annual Returns from the Financial Years 2012-2013 to 2015-2016, thereby

giving rise to the surmise that the business of the company was not in operation. Consequently, the name of the company was struck off in terms of

provisions of Section 248 of the Companies Act, 2013 read with Rule 7 and Rule 9 of the Companies (Removal of Names of Companies from the

Register of Companies) Rules, 2016

The Appellant has brought forward the following documents about it being in operation and functional during the period of striking off:

i. The copies of Audited Financial Statements of the company for the period from F. Y. 2012-13 to 2017-18. The Balance Sheet as on 31.03.2017

reflects Assets in form of Other Non-Current Assets of Rs. 36,37,235/-, Current Assets in form of Cash and Cash Equivalents of Rs. 2,52,458/- and

the Inventories of Rs. 93,62,800/-. The Other Expenses of Rs. 65,836/- as on 31.03.2016 is also reflected.

ii. The copy of Bank Statements of the Company in IDBI Bank for the period 23.01.2010 to 16.02.2016 showing various transaction details of the

company and reflecting closing credit balance of Rs. 1,24,893/- as on 16.02.2016.

iii. Copy of Sale Deed executed on 16.04.2010 between Shri Gian Chand Gupta, Semi build up property bearing no. 1, in block & pocket C- 5, area

measuring 200 sq. mtrs., Sector28, situated in the layout plan of Rohini residential scheme, Rohini, Delhi and Ms. Mahajan Buildtech Private Limited.

iv. Copies of the property tax receipt paid by the company in the year 2020 for the immovable property owned by the company to ""NDMC North

Delhi Municipal Corporation"".

ROC has filed its reply and stating that they have no objection if the name of company is restored in the Register of Companies, subject to appellant

filing all its pending statutory documents with the Registrar of Companies till date along with the requisite late filing fee as prescribed under the

Companies Act, 2013.

The Income Tax Department has not filed any reply.

The grounds contemplated under section 252 of Companies Act, 2013, are that the company was carrying on business or was in operation at the

time of striking off its name or where it appears ""just"" to the Adjudicating Authority that the name of the company is to be restored to the Register of

Companies and the Section 252(1) further contemplates that one of the above three conditions are required to be satisfied before exercising

jurisdiction to restore the company to its original name on the register of the Registrar of Companies.

The Appellant has submitted sufficient evidence that it has been in operation during the period preceding strike off, therefore it could not be termed

as a defunct company as per section 252 of the Act. Thus, taking into consideration the provisions of Section 252(1) of the Companies Act, 2013,

which vests this Tribunal with a discretion where the Company, whose name has been struck off, and such Company is able to demonstrate that it is

just to do so, can restore the name of the Company, in the Register and in the interest of all stakeholders, including the Appellant itself, who seeks

restoration of the name of the Company in the register maintained by Registrar of Companies, the company deserve to be restored.

Accordingly, this appeal is allowed. The Public Notice of Registrar of Companies, striking off the name of the company, is hereby declared illegal

and set aside. The restoration of the company's name to the Register of Registrar of Companies is ordered subject to its filing of all outstanding

documents with proper filing fees along with additional fees required under law and completion of all formalities, including payment of any late fee or

any other charges which are leviable by the respondent for the late filing of statutory returns, and also subject to payment of Rs. 25,000/- to be paid to

Prime Minister's Relief Fund. The name of the Appellant Company shall then, as a consequence, stand restored to the Register of the Registrar of

Companies, as if the name of the company had not been struck off in accordance with Section 248(1) of the Companies Act, 2013.

The Appeal stands allowed and disposed of in the above terms.

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