Restoration of a company's name can be allowed if it was struck off under incorrect information, and the delay in filing for restoration may be condoned if sufficient cause is shown.

ORDER

1. This order will decide and dispose of the application filed under second proviso to Section 252 (1) of the Companies Act 2013 as well as CA No.17/2023 for condonation of delay in filing of the present application both filed by the RoC. The facts in the matter are as under.

2. An application under second proviso to Section 252 (1) of the Companies Act, 2013 has been filed by the Registrar of Company, Uttar Pradesh at Kanpur (hereinafter referred as “RoC”) on 31.01.2019 against the notification/order dated 05.08.2013 earlier issued by the RoC, whereby the name of the company, M/S Nirmala Sahu Business Complex Pvt. Ltd., (CIN NO. U74991UP2007PTC033643) (hereinafter referred as “Respondent Company”) has been struck off from the Register of Companies maintained by the RoC praying for restoring the name of the Respondent Company on the Register of Companies and to place the said company and all other persons in the same position as if the name of the company has not been struck off.

3. Facts of the case as stated in the Company Application are as under: -

i. The Respondent Company had been struck off by RoC on an application for striking off its name under the Fast Track Exit (FTE) mode following the standing instruction of the Ministry of Corporate Affairs (hereinafter referred as “MCA”), by issuing order on 05.08.2013 in pursuance to Section 5 60 (5) of the Companies Act, 1956 declaring that the name of the Company i.e. M/S Nirmala Sahu Business Complex Pvt. Ltd. has been struck off from the Register of Companies and the said company is dissolved.

ii. Initially, this Respondent Company was incorporated on20.07.2007 under the provisions of the Companies Act, 1956 . The registered office of this company is situated at Sahu Theatre Building, Hazarat Ganj, Lucknow, Uttar Pradesh, 226001, India.

iii. This company started operating with main object as contained under the object clause of memorandum of association as mentioned below: -

“To acquire by purchase, lease, exchange, hire or otherwise develop or operate land, buildings and other inter hereditarnents of any tenure or description including agricultural land, mines, queries, tea, coffee garden, farm garden, orchards, grooves, plantations and any estate or interest therein and any right connected with land and buildings so situated and developed or to turn the same as may seen expedient and in particular by preparing building sites and by constructing and re-constructing and ater ……..”

iv. The Respondent Company at the time of passing of order of striking off, was managed by two Directors, Mr. Vijay Kumar Sahu (DIN: 00026606) and Mr. Neeraj Kumar Sahu (DIN: 00232090) and had one Additional Director Mr. Ravindra Kumar Gupta (DIN: 00040300).

v. Subsequently, it has been found that the Respondent Company is a part of a group of 8 companies led by one company M/S Sunshine India Land Developers Ltd. (SILDL) against which Ministry of Corporate Affairs, Govt. of India vide order No.8/9/2011/-CLII dated 26.04.2013 in exercise of power under Section 235 of the Companies Act, 1956 ordered for investigation into their affairs by Serious Fraud Investigation Office (hereinafter referred as “SFIO”). 8 group companies of M/s Sunshine India Land Developers Ltd. are as mentioned below:

a. Nirmala Sahu Business Complex Pvt. Ltd.

b. Sahu Investment Mutual Benefit Company Ltd.

c. Shiv Nests Pvt. Ltd.

d. Synergy Tie-up Pvt. Ltd.

e. Nirmala Dwellings Pvt. Ltd.

f. Sunshine Land Projects Ltd.

g. Sahu Investment Corporation Ltd.

h. Sunshine Mutual Benefit Ltd.

vi. After SFIO had conducted the investigation into the affairs of above-mentioned companies, it was found that the above mentioned 9 company are part of large group of companies managed by Mr. Vijay Kumar Sahu and Mr. Neeraj Kumar Sahu and over all control of all these companies i.e. Sunshine India Land Developers Ltd. and eight of its group company is exercised particularly by the above-mentioned two Directors.

vii. The findings of SFIO in respect of