The petitioner has prayed for the following reliefs:
(A) this Hon'ble Court may be pleased to exercise its powers under sub-section (6) of Section 560 of the Companies Act, 1596 and thereby direct the Office of the Registrar of Companies, Ahmedabad, Gujarat, to restore the name of the Company in the register of Companies in the interest of the Company, its shareholders and persons directly and indirectly associated with it.
(B) The right and liabilities of the Company during the interregnum period viz. from the date of Striking Off till the date of restoration be ordered to be deemed in the name of the Company as if the name of the Company was never "struck off" from the register of Companies.
(C) Such other and further orders be made in the premises as this Hon'ble Court may deem fit."
Mr.Utkarsh Jani, learned advocate for the petitioner, has submitted that the petitioner-Company was incorporated on 14.03.1995 under the provisions of the Companies Act, 1956 (the Act). It was further submitted that the petitioner-Company could not file its financial accounts since 31.03.2002. However, in the year 2010 the company improved its financial status and made all endeavour to see that the commercial activities begin. It was further pointed out that when in the month of 2011 the company desired to file annual accounts and annual returns as per the Schedule prescribed under the Act, on referring to the website of the Ministry, the petitioner came to know that name of the petitioner-Company has been struck off. Further relying upon the averments made in the application it was submitted that the promoters of the company have made efforts to infuse fresh capital. It was further submitted that the petitioner-Company has not been wound up and the petitioner is in position to start its activities and, therefore, it was submitted that the Registrar of Companies (ROC) may be directed to restore the name of the petitioner-Company in the Registrar of Companies, as provided under Section 560(6) of the Act. The authorized director of the petitioner-Company has also filed a further affidavit in the present proceedings wherein steps taken by the petitioner-Company to start the business and the reasons for which it had to close down the business are narrated. It is specifically averred in the said affidavit and has submitted that pursuant to the One Time Settlement (OTS) proposal having been accepted and the said issue having been decided by this Court in the month of May 2010, the premises of the petitioner-Company opened after seven years in the month of June 2010 and thereafter the petitioner-Company disposed of some of its assets in the month of March 2011. It is declared in the said affidavit that the petitioner-Company is now completely debt free and even no due certificate is produced on record of these proceedings.
In response to the notice issued by this Court Mr.Y.V.Vaghela, learned Central Government Counsel appearing on behalf of the ROC, has opposed the present petition. Reliance was placed on the affidavit filed by the ROC dated 04.10.2011 as well as affidavit-in-rejoinder dated 24.04.2012. It was further submitted that as no statutory returns were filed after 2002 the name of the petitioner-Company was struck off under Section 560(5) of the Act w.e.f. 24.03.2008. It was further submitted that if the conditions, as stated in Paragraph No.3 of the said affidavit, are complied with the respondent has no objection if the application of petitioner is allowed.
Considering the overall circumstances, it will be in the interest of justice if the petitioner-Company is ordered to be revived as required under Section 560(6) of the Act, no prejudice will cause to any one and, therefore, the application deserves to be allowed by granting prayer in terms of prayer-(A) above, subject to requirement of Rule 93 of the Companies (Court) Rules, 1959. The petitioner-Company shall have to comply with the directions enumerated in Paragraph No.3 of the affidavit dated 04.10.2011 of the ROC, as referred above. Prayer-(B) above, is not pressed.
The expenses, if any, which is to be incurred for publication in the Official Gazette or otherwise, shall be borne by the petitioner-Company as required. The cost towards fees of the learned Central Government Counsel quantified at Rs.7,500/- to be paid by the petitioner.
Application is allowed to the aforesaid extent.
Sd/-
[R.M.CHHAYA, J ] *** Bhavesh* Top