The Tribunal has the discretion under Section 252(3) of the Companies Act, 2013 to restore a struck-off company to the register if it is just to do so, particularly when the company possesses subsisting property rights, notwithstanding its failure to comply with statutory filing requirements since incorporation.

CORAM:

SHRI MAHENDRA KHANDELWAL MS. ANU JAGMOHAN SINGH

HON’BLE MEMBER (JUDICIAL) HON’BLE MEMBER (TECHNICAL)

PRESENT:

For the Petitioner : Authorised Representative CS Himanshu Bhatia

For the IT Dept. : Mr. Anurag Ojha, Sr SC, Ms Hemlata Rawat, Mr. V.K. Saxena, Jr.Scs, Mr. Abhay Singh, Mr. Saurabh, Advocates

For the ROC : Adv. Niti Khanna

ORDER

1. The present Appeal has been filed by the Appellant, Mr. Mohammad Zahid Siddique, in his capacity as a shareholder and director of Hitkari Productions Private Limited, (Respondent No. 1) (hereinafter referred to as “the Company”) under Section 252(3) of the Companies Act, 2013, seeking restoration of the name of the Company, which was struck off by the Registrar of Companies, NCT of Delhi and Haryana (Respondent No. 3) vide Public Notice No. ROC-DEL/248(5)/STK-7/2879 dated 30.06.2017.

2. SUBMISSION BY THE APPELLANT.

i. Respondent No.1 Hitkari Productions Private Limited is a Private Limited Company incorporated on 04.01.2011 under the provisions of Companies Act, 1956 and registered with Respondent No.3, Registrar of Companies, NCT of Delhi and Haryana. The registered office of the Company as per the Ministry of Corporate Affairs records at Annexure A-1, is situated at 246 Gali No 4 Opp Shiv Mandir, Haderpur Road Shalimar Bagh, North West, Shalimar Bagh, Delhi, India, 110088.

i. The Authorised Share Capital of the Company and issued, subscribed and paid-up share capital of the Company is mentioned on Page No. 25 of the Appeal.

ii. The Appellant, Mr. Mohammad Zahid Siddique, is a shareholder and director of the Company, incorporated with the main objective of production and distribution of media and entertainment, specifically cinema as per Memorandum of Association (MOA) of the Company.

iii. The Appellant submitted that he holds 40% shareholding in the Company and that the remaining shareholding is held by other shareholders holding 30% each, as detailed in the appeal and reflected in the financial statements placed on record.

ii. The Appellant submitted that the name of the Company was struck off by the Registrar of Companies, NCT of Delhi & Haryana vide Public Notice No. ROC-DEL/248(5)/STK-7/2879 dated 30.06.2017 on account of non-filing of Financial Statements and Annual Returns since incorporation.

iii. The Appellant submitted that no notice under Section 248(1) of the Companies Act, 2013 in Form STK-1 was ever served upon the Company or its Directors prior to striking off its name and therefore, the Company had no knowledge of such proceedings.

iv. The Appellant further submitted that the non-filing of financial statements and annual returns was not deliberate but due to inadvertent mistake and lack of proper professional guidance. The professional engaged by the Company failed to file the requisite documents and did not inform the management regarding such non-compliance.

v. The Appellant submitted that despite non-filing of financial statements and annual returns with the Registrar of Companies, Company had been maintaining its books of accounts, and preparing its financial statements, copies whereof have been placed on record along with the present Appeal in the form of audited financial statements for the period from incorporation till 31.03.2024.

vi. The Appellant has further submitted that the Company had acquired leasehold rights in immovable property through a Lease Deed dated 29.04.2011 executed by U.P. State Industrial Development Corporation Limited, placed on record, and has been in lawful possession of the said property since that time.

vii. The Appellant has further submitted that, in order to regularize and secure its rights in respect of the