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TMI Blog2018 (11) TMI 1766X X X X Extracts X X X X X X X X Extracts X X X X ..... d 07.09.2017 and hence the director, Ms. Mansi Vora who has signed the Petition representing herself as a director of the Petitioner has done so without authority. (b) The Petitioner herein and its disqualified director, i.e Ms. Mansi Vora has instituted various illegal, unauthorised proceedings and misrepresentations in various fora against the Applicants. (c) The balance sheets and profit and loss accounts of the Petitioner have been prepared and adopted at the last minute in order to file this Petition. (d) The Petitioner is a shell company and to revive such a company is against public interest and against the Ministry of Corporate Affairs, Government of India's intention as reflected in its Press Release dated 20th December, 2017 and in the answers to Parliamentary questions given by the Minister of Corporate Affairs on 06.02.2018 and 06.04.2018. (e) The Petitioner as per their financial statements for the year ended March 2016 and 2017 did not carry out any business for a period of two years before striking off of name of the Petitioner from the Register. Hence the Petitioner should not be revived under section 252 of the Act. (f) The Petitioner has lied on oath ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ational Stock Exchange ("NSE") to provide its fund balances as reported by the Applicant No. 1 and instead of reporting a credit balance of Rs. 17,52,47,517.10/- , Applicant No. 1 stated that the name of the company was struck off and has no legal existence in the eyes of law and denied to report any fund balance credit of the Petitioner to NSE. So, the Petitioner had filed a complaint before NSE and pursuant to the same arbitration proceedings were initiated. The arbitration proceedings are under way and in order to hamper the said proceedings, the Applicant filed a writ petition challenging the arbitral proceedings. However, the same was dismissed. (i) The Application herein is filed only to prevent the Petitioner from being restored in order to create difficulties for the Petitioner from enforcing its claims as per the Applicable law. (j) The Petitioner had also filed a complaint with Economic Offences Wing against the Applicant and an FIR has been registered under sections 420, 409 and 120B of IPC. (k) The allegation that the Petitioner is a shell company is wrong and it has been reiterated that the Petitioner has been carrying on business of buying, selling and trading i ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... companies, order the name of the company to be restored to the register of companies, and the Tribunal may, by the order, give such other directions and make such provisions as deemed just for placing the company and all other persons in the same position as nearly as may be as if the name of the company had not been struck off from the register of companies." 4.1 The proviso to section 252(1) if interpreted in the manner as required under law, it makes it very clear that any person aggrieved by an order of the Registrar notifying a company as dissolved under section 248 may file an appeal to the Tribunal within a period of three years. The Tribunal while restoring the name of the company would see whether the Registrar of Companies is justified in removing the name on a valid ground on which the orders are passed. At the same time, the Tribunal shall give a reasonable opportunity of making representations from all those persons concerned. The power has been given to the Registrar of Companies to make such an Application to the Tribunal on certain grounds. 5. The points for consideration and adjudication are as follows: (a) Whether the Applicants can be treated as "persons conc ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... plicant is neither a person concerned nor an aggrieved person and on the other hand they seem to be aggrieved if the orders of the Registrar of Companies are upheld by not restoring the name of the company. So, to get eligibility for invoking section 252(1) either a person must be a person concerned or an aggrieved person. Since, the Applicant does not satisfy either of the criteria, there is no locus standi to file the present Petition. Further to it, the Application is not for invoking Section 252(1) for restoring the name of the company but for creating a hurdle/obstacle for restoring the name of the company. The Application is thoroughly misconceived. In view of the above, all the three points above are held against the Applicants. 9. The judgment of Hon'ble Patna High Court in Raj Chiktsa (P.) Ltd. v. Registrar of Companies [2013] 179 Comp Cas 71 does not help the Applicants in this case as the Intervener in that case, Dr. Sandhya Ahuja was the wife of one member and a shareholder of the struck-off company. Further, there has been serious allegations of crimes against the directors of the company and the assets and liabilities of the company were already sold and there is ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ory duties against a dead person which would thoroughly jeopardize the public interest. No tax authority, government or any investigative agency can proceed against a dead person. The Applicant had made certain serious allegations against the Petitioner on certain irregularities. If at all any investigation is really required against the company with regards to its affairs, and if the same is dead, there cannot be any investigation. Even for enforcing its rights the dead company cannot proceed against others thereby seriously affecting the interest of the shareholders and tax authorities. Therefore, it is in the public interest the company has to be restored back to its life so that any action against the company or by the company be permissible under law. The last and the final issue as above is decided against the Applicants. 12. The Applicants had sought for several reliefs which in real sense neither be termed as reliefs, either for them or for the company, nor is any prayer worth being considered. The entire facts of the case as brought out in the Application is made with the sole object of creating obstacles for the revival of the company with a selfish motive by not minding ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ncial years and have not made any application within such period for obtaining the status of Dormant Company under section 455 of the Act. 5. It is also submitted that, the Company had failed to file statutory returns for a continuous period of more than two years, the ROC came to conclusion that, the Company has ceased to do its business. And consequentially the name has been struck-off from the Register of ROC. 6. The Petitioner enclosed the Audited report and Financial statement for the years 2008-09 to 2016-17 and Income Tax Returns for Assessment Years 2009-10 and 2010 -11 with the Petition to show that the Company is in continuous operation. Also, the Petitioner has earned profits and conducted business from the financial year 2009-10 till 2014-15. Apart from that, the company is fighting for certain claims against some corporate bodies and in the event the company succeeds in the said litigations there shall be a benefit to the company and also resulting in the payment of reasonable amounts as taxes. Therefore the revival of the company is in the public interest. 7. Hence, upon considering the facts and circumstances of this present petition, this Bench is of the view tha ..... X X X X Extracts X X X X X X X X Extracts X X X X
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