2018 (4) TMI 1646

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....d." with the Registrar of Companies, Karnataka and obtained certificate of incorporation vide bearing CIN No. U45200KA2011PTC058502. Certified copies of certificate of incorporation, the memorandum of association and the articles of association is enclosed and marked as annexures B, C and D respectively. 3. The registered office of the petitioner-company is situated at No. 44/54, 30th Cross, Tilak Nagar, Jayanagar Extension, Bangalore-560 041. 4. The main objects of the company is to carry on the business of infrastructure development such as development of residential layouts, industrial layouts and construction of business towers, information technology parks, satellite towers, flyovers, roads and other infrastructure facilities, which the company may think appropriate and useful in this behalf and to act as consultants and contractors for the similar kind of business matters, etc. 5. The authorised share capital of the company is Rs. 5,00,000 divided into 50,000 equity shares of Rs. 10 each. The paid-up share capital of the company is Rs. 1,00,000 divided into 10,000 equity shares of Rs. 10 each. 6. It is averred in the company petition that, the Registrar of Compani....

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....n 248(1) of the Companies Act, 2013 for the purpose of striking off the name of the petitioner-company from the Register of Companies maintained by the ROC. The ROC issued a notice dated March 17, 2017 in Form STK-1 stating that pursuant to subsections (1) and (2) of section 248 of the Companies Act, 2013, since the company is not carrying on any business or operation for a period of two immediate preceding years and has not applied for status of dormant company under section 455, the Registrar of Companies, Karnataka shall remove the name of the company from the Register of Companies unless a cause to the contrary is shown. The petitioner issued a reply dated April 27, 2017 stating that the company is indeed not carrying on any business from the past 5 years and hence intends to be struck off from the Register of Companies under section 248(2) voluntarily. A copy of the letter dated April 27, 2017 is enclosed and marked as annexure H. 10. It is further averred in the petition that, the Registrar of Companies, Karnataka ignoring the fact that the petitioner-company itself volunteered to remove its name from the Register of Companies, issued an order dated July 17, 2017 in Form S....

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....returns for the period 2011 to 2017. 13. The Registrar of Companies, Karnataka, Bengaluru has filed counter affidavit dated March 7, 2018 along with annexures. 14. The Registrar of Companies, Karnataka, Bengaluru denied all the averments made in the petition except those which are specially admitted herein and submitted his report as follows that : (1) It is submitted that on verification of the MCA-21 portal in the month of March, 2017 when action under section 248(1) of the Companies Act, 2013 was initiated against the eligible companies, it was seen that the petitioner-company has not filed either the balance-sheet or the annual returns from the date of incorporation till 2015-16. Therefore, the respondent had reasonable cause to believe that the petitioner-company is not carrying on any business or operation and therefore a notice in Form STK-1 dated March 17, 2017 was sent to the company. Copy of the said notice is produced and marked as annexure II. Further, STK-1 notice dated March 31, 2017 was sent to Mr. Dayananda Premachandra Sagar and Mr. Day ananda Hemachandra Sagar, directors of the company to the address available in the MCA-21 portal. Copies of the not....

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....hat, due to unavoidable reasons the company could not initiate the business and hence the company was an inactive company and was not likely to commence business and shall file the overdue returns in the event of restoration. It may be seen that the Registrar of Companies, Karnataka, Bengaluru has sent the STK-1 notice to the company and its directors exactly to the same address mentioned in the MCA-21 portal. (6) There is no prosecution, inspection, technical scrutiny and com plaints pending against this company. (7) The petitioner has prayed that the name of the company be restored to the Register of Companies under section 252 of the Act. Subject to the satisfaction of this hon'ble Tribunal and in the event of this hon'ble Tribunal willing to revive the company, then the respondent humbly prays that this hon'ble Tribunal may kindly : (a) Direct the petitioner to undertake to file the overdue returns up to date within 30 days in the MCA-21 portal from the date of the order of the National Company Law Tribunal reviving the company and comply with the provisions of the Companies Act, 2013. (b) Direct the petitioner to pay cost as deci....

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....ng carried out by the company so incorporated. Since the company was an inactive company and was unlikely to commence business in near future, the directors of the petitioner-company proposed to proceed with striking off the name of the petitioner-company from the Register of Companies under section 560 of the Companies Act, 1956/section 248(2) and prayed the Tribunal to revive this company. 19. The Registrar of Companies, Karnataka, Bangalore had struck off the name of the petitioner-company from the register of companies on the ground that, the petitioner-company has not submitted the financial statements since from its incorporation till March 31, 2016. The Registrar of Companies has filed his report. In his report he has alleged that, the petitioner-company has not filed annual returns since from its incorporation till 2015-16. The Registrar of Companies has also observed that, the company was not carrying on any business. 20. While going through the financial statements for the years 2015-16 and 2016-17, it is observed that, the company has incurred "other expenses" Rs. 19,584 (2015-16) and Rs. 10,000 (2016-17). As per Note 7 of the accounts, the company has incurred exp....