JUDGEMENT

(17^th February, 2023) Justice Anant Bijay Singh; The present Appeal under Section 421 of the Companies Act, 2013, has been filed by the Appellants being aggrieved and dissatisfied by the order dated 12.11.2021 passed by the National Company Law Tribunal (New Delhi Bench, Court-II) in Appeal 78/252(ND)/2021 whereby and whereunder appeal filed by the Appellants for restoration of the name of the Company in the Register maintained by the Registrar of Companies (RoC), NCT of Delhi and Haryana was dismissed by the Tribunal.

2. The facts giving rise to this Appeal are as follows: i) The Appellant No. 1 - Trau Projects Private Limited was incorporated under the provisions of the Companies Act. 1956 ("Act") as a Private Limited Company with the Registrar of Companies, NCT of Delhi & Haryana at New Delhi on 03.05.2011. The Appellant No. 1 has filed the present appeal through authorized representative Shri Pramendra Singh/Appellant No. 2. The Appellant Company has been carrying on the Real Estate Business since its incorporation. The main objects in the memorandum of association of the Appellant Company are as hereunder:-

“1. To construct, execute, carry out, the business of infrastructure development, equip, maintain, improve, develop civil and constructional work relating to real estates, roads, electric power, heat and light supply work, hotels, building, g0downs, pleasure grounds, parks, gardens, docks, jitries, embankments, bridges, wharves, canals, dams, flyover, roads, tunnels, blasting, transportation, irrigation, reclamations, improvement, sewage, sanitary telegraphic, telephone works, warehouse, markets, public buildings and all other such civil and related constructional works and convenience of public utility.

engineers, architects, surveyor, designers, town planners, estimators, valuers, interior and exterior decorators, general and goven1ment civil contractors of immovable properties, all types of structural and piling engineering work, interior designing, land Scaping and graphic.

develop civil and constructional work relating to roads, electric power, heat and light supply work, hotels, building, godowns, pleasure grounds, pars, gardens, docks, jitries, embankments, buds, bridges, wharves, canals, irrigation reclamations, improvement, sewage, sanitary telegraphic, telephone works, warehouse, markets, public buildings and all other such civil and related constructional works and convenience of public utility.

facilities such as water supply and sale the same and to erect and construct farm houses buildings or work civil and construction of every description on any land of the company or upon any other such lands or immovable property and to pull down, rebuild, enlarge, alter and improve such lands into roads, highways, streets, squares, gardens and such other convenience related thereto and deal with and improve the immovable property of the company or any other immovable property of all types.

To undertake or direct the design development, construction, supervision and/ or the management of the property, buildings, lands and estates (of any tenure or kind of any person and wherever located whether in India or elsewhere)” ii) That the authorized, issued, subscribed and paid-up capital of the Applicant Company as on 31.03.2020 is as hereunder:

Authorized Share Capital Rs. 50,000/- Equity Shares of Rs. 10 each 5,00,000 Issued subscribed and Paid-up-Share Capital: 10,00,000/- Equity shares of Rs. 10 each fully paid.

1,00,000 iii) In terms of Section 252 of the Act, the Respondent No. 1 struck off the name of the Appellant company from the Register of Companies maintained by the Respondent No. 1 on 30th June, 2017 without any show cause notice. Due to various factors, such as the illnesses of its directors, paucity of funds, severe recession, as well as a general slump in the market, the Company’s business was not very successful after incorporation and thereafter it wa