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2026 Supreme(Online)(NCLT) 872
NATIONAL COMPANY LAW TRIBUNAL
Rajeev Bhardwaj, Member (Judicial), Sanjay Puri, Member (Technical)
Vdc Color Tubes India Limited – Appellant
Versus
Registrar of Companies Hyderabad – Respondent
Company Appeal/50/252/HDB/2025
For the Appellant: Mr. Unnam Narendra
For the Respondent: Mr. Vasantha Kuma
Restoration of a company's name is justified when due process is not followed, ensuring equitable treatment in ongoing legal proceedings.
Headnote:(A) Companies Act, 2013 - Section 252 and 248 - Company appeal for restoration - Appeal allowed due to failure to provide notice prior to striking off name of the company - The Tribunal emphasized equity and justice, permitting restoration to enable continuation of legal proceedings and protect shareholder interests. (Paras 10-17)
(B) Natural Justice - Principles of Natural Justice were violated by the Registrar when the company’s name was struck off without proper notice and opportunity to be heard. (Paras 2.6-2.8)
(C) Restorative Justice - Restoration considered just to allow the appellant company to pursue pending civil litigation and protect its property. (Paras 15-16)
Facts of the case:
The Appellant, VDC Colour Tubes India Limited, sought restoration of its name after being struck off for not filing returns, asserting lack of proper notice, internal disputes, and health issues affecting directors.
Findings of Court:
The company failed to file returns but is permitted restoration to pursue significant civil litigation, recognizing fairness.
Issues: The legal questions included whether due process was followed before the striking off and if restoration was warranted for justice.
Ratio Decidendi: The Tribunal found that equity necessitated restoring the company’s name to protect its rights and interests, reflecting fair legal practices.
Result: The Company Appeal is allowed, restoring the company's status and directing compliance with statutory obligations.
| Table of Content |
|---|
| 1. company's status after strike-off and grounds for appeal. (Para 1 , 2) |
| 2. court's findings on the necessity and legality of restoration. (Para 3 , 10 , 11 , 12) |
| 3. equitable considerations for restoring company status. (Para 15 , 16) |
| 4. final order for company restoration and subsequent directions. (Para 17) |
Shri Sanjay Puri, Hon’ble Member (Technical)
Counsels present:
For the Appellant : Mr. Unnam Narendra, Ld. Counsel For the Respondent : Mr. Vasantha Kuma, ARoC from the RoC office.
[PER: BENCH]
ORDER
1. The instant Company Appeal CA No. 50/252/HDB/2025 is filed by Sri V. Anandam , Managing Director and Shareholder ofM/s VDC Colour Tubes India Limited (Company/ 2nd Respondent), under Section 252 of the Companies Act, 2013 , inter alia, seeking to set aside t he proceedings of the Registrar of Companies (RoC/1st Respondent) striking off the name of Company, vide No.RoC(H)/
AP&TG/248(5)/STK-7 /PH11/15659 /2018 dated 02.07.2018
2. The gist of the Appeal, in brief, is as follows -
2.1. The Company was originally incorporated 1 on 15.10.1991 under the Companies Act, 1956 in the name of M/s Sudarshan Tele Tubes Limited, and subsequently its name was changed to M/s VDC Colour Tubes India Limited on 25.02.1993, bearing CIN: U29309TG1991PLC013318. The Registered Office of the Company is situated at 1-1-652/B, Gandhinagar, Hyderabad -
500080, Telangana.
2.2. The Company was engaged in the business of manufacturing colour television picture tubes and allied industrial activities. In furtherance of its business objectives, the Company purchased land admeasuring Acres 3.20 guntas at C hengicherla Village, Ghatkesar Mandal, Ranga Reddy District in the year 1994 through registered sale deeds 2 . The land was subsequently converted 3 for commercial use and requisite permissions 4 were obtained.
1 A nnexure 1 at page 23 of the appeal
2 Sale deed Doc. No.364/1994 and 4838/1994 dated:20/01/1994 and 21/07/1994 annexed as 5 at page 78
3 Annexure 10 at page 219 of the appeal
4 A t page 220-226 of the appeal
2.3. Due to internal disputes among the Directors, coupled with severe financial hardship, the Company could not commence or continue its business operations effectively. The Managing Director of the Company is stated to be more than 80 years of age and suffering from serious health issues 5 , which further affected the functioning of the Company.
2.4. Consequently, the Company failed to conduct Annual General Meetings and to file statutory returns. The last Annual Return 6 was filed for the financial year 2012–13. It is further submitted that the C ompany has filed available Financial Statements 7 along with Auditor’s Reports and Balance Sheets for the years
1991 to 1995–96, along with the present application.
2.5. The Respondent RoC initiated proceedings under Section 248 of the Companies Act, 2013 , and struck off 8 the name of the Company from the Register of Companies by issuing Form 9 STK-7 dated 02.07.2018, which was published in the Official Gazette.
2.6. The Appellant states that the company has not received the STK-1 notice issued by the Respondent RoC to the Company herein, indicating their intention to remove the company name from the Registrar of Companies.
2.7. The Appellant submits that neither the Company nor its Directors received any notice prior to the strike-off, and no fair opportunity or personal hearing was provided before issuing the final notice.
2.8. The issuance of Form STK-7 dated 02.07.2018, signifying the striking off and dissolution of the Company, is contrary to law, arbitrary, and violative of the principles of natural justice.
5 Annexure 15 at page 227 of the appeal
6 No annexure attached to the appeal
7 Annexure 9 at page 163 of the appeal
8 Annexure 3 at page 23 of the appeal
9 Annexure 4 at page 76 of the appeal
2.9. The Appellant alleges that one o f the resigned Executive Directors of the Company acted without authority and fraudulently executed sale deeds by creating a false and fabricated Board Resolution, the
