NIRENDRA BHOWMICK Vs. REGISTRAR OF COMPANIES, WEST BENGAL

JUDGEMENT

(1.) The present petition has been filed under section 252 of the Companies Act, 2013 ("the Act") by one Mr. Nirendra Bhowmick ("the Petitioner") praying for restoration of the name of "Accealor Technologies (India) Private Limited" ("the Company") in the register maintained by the Registrar of Companies, West Bengal ("RoC WB"). Other consequential directions have also been sought for.

(2.) Briefly the facts that emerged from the petition are that the Company was incorporated on 03.09.2010 under the Companies Act, 1956, as a private company limited by shares. Its authorised share capital is Rs. 5,00,000/-(Rupees Five lakhs only) divided into 50,000 (Fifty Thousand only) equity shares of Rs. 10/-(Rupees Ten) each and the issued, subscribed and paid-up capital is Rs. 5,00,000/- (Rupees Five Lakhs only) divided into 50,000 (Fifty thousands) equity shares of Rs. 10/- (Rupees Ten) each. The petitioner claims to be a shareholder of the Company holding 25,000 equity shares of the Company which constitutes 50% of the total paid-up capital of the company. The name of the Company was struck off from the register maintained by the Registrar of Companies, West Bengal under Section 560 of the Companies Act, 1956 by a suo moto action of the RoC WB, the respondent herein, after issuing the Notification under Section 560(5) in the Official Gazette dated 30.05.2014. The aforesaid action was taken by RoC WB for the failure by the Company to file its statutory returns and other documents since its incorporation, giving rise to reasonable belief that the Company was not functional. As per the averments, the petitioner claims that the Balance Sheet and Annual Returns were prepared in time and approved by the shareholders, but the same could not be filed as there were some internal disputes among the management of the Company and due to communication gap the said Balance Sheets and Annual Returns could not be filed in time. However, after such disputes were resolved the Company took steps to file the same with the respondent in December, 2016, but the respondent refused to accept it on the ground that the name of the Company has been struck off from the register. The petitioner further claims that the Company is carrying on its business and the Company is not defunct as per of the provisions of Section 560 of the Companies Act, 1956/Section 248 of the Companies Act, 2013 and that without restoring the name of the Company in the register maintained by RoC WB, the Company is losing its legal status to run or deal with the day to day business activities. However, the delay in filing the Balance Sheets and Annual Returns were unintentional.

(3.) The Registrar of Companies, West Bengal (the respondent) has submitted his report dated 25.04.2017 along with the statement showing the calculations of filing fees and additional fees payable for e-filing the pending documents. In his report he has stated, inter alia, that: