NATIONAL COMPANY LAW TRIBUNAL INDORE BENCH COURT NO. 1 ITEM No.203 Co.Appeal/5(MP)2022 Order under Section 252(3)

IN THE MATTER OF:

Department of Income Tax through Principal Commissioner of Income Tax-1, Indore ........Applicant V/s ROC Gwalior MP & Anr ........Respondent Coram:

Hon’ble Shri Brajendra Mani Tripathi, Member (J)

Hon’ble Shri Man Mohan Gupta Member (T)

PRONOUNCMENT OF ORDER Delivered on 04/05/2026 The case is fixed for pronouncement of the order.

The order is pronounced in open Court vide separate sheet. Sd/- Sd/-

MAN MOHAN GUPTA BRAJENDRA MANI TRIPATHI MEMBER (TECHNICAL) MEMBER (JUDICIAL)

Tomar

IN THE NATIONAL COMPANY LAW TRIBUNAL INDORE BENCH (In the Matter of Section 252(3) of the Companies Act, 2013)

IN THE MATTER OF:

Department of Income Tax Through Pr. Commissioner of Income Tax-1, Indore. Having Office at:

Main Building Aaykar Bhavan, Opp. White Church, Indore ........Petitioner V/s The Registrar of Companies, Gwalior Office- ROC Bhavan, 3rd Floor, ‘A’ Block, Sanjay Complex, Jayendra Ganj, Gwalior, Madhya Pradesh - 474009 NAINIL ENGINEERING PVT. LTD.

37, Oppo. Tagore Public School, Shivshakti Nagar NX, Indore -452001, Madhya Pradesh-India. ….…. Respondent Order pronounced on:04.05.2026 Coram:

Shri Brajendra Mani Tripathi, Hon’ble Member (J)

Shri Man Mohan Gupta, Hon’ble Member (T)

Appearance:

For the Applicant: Mr. Harsh Parashar, Adv. a.w.

Ms. Yashika Bondwal, Adv.

For the Respondent: None

JUDGEMENT

1. This is a Company Appeal No.5/MP/2022 filed under Section 252(3) of the Companies Act, 2013 (the ‘Act’

The Applicant’s case in brief

2. It is submitted that the Company NAINIL ENGINEERING PVT. LTD was incorporated on 30.12.2009 under the Companies Act, 1956 having Corporate Identity Number(CIN) U45200MP2009C022849. The said Company was working as and mainly involved in Construction of School for J.P. Associates on Tender System Basis and it is further submitted that certificate of incorporation was issued by Registrar of Companies (ROC), Gwalior, having Mr. Narendra Kumar Jain and Mr. Satyajit Patidar as Directors of Company.

3. It is submitted that the name of the Company was struck off from the Register of Companies and stood dissolved with effect from 09.06.2017 and notice to that effect was published in the official gazette. A copy of the said notice(STK-5) and order (STK -7) and is annexed as Annexure-A.

4. It is submitted that reassessment proceedings under the provisions of the Income Tax Act, 1961 are pending against the Company for the Assessment Years 2013–14, corresponding to Financial Year 2012–13. It is further submitted that notice under Section 148 of the Income Tax Act, 1961 has been issued in respect of the aforesaid assessment years and copies of such notices are annexed as Annexure- D.

5. It is further submitted that approval under Section 151 of the Income Tax Act, 1961 has been obtained from the competent authority for initiation of reassessment proceedings under Section 147.

6. It is submitted that the present application has been filed by the Income Tax Department pursuant to CBDT Circular No. F.No. 225/423/2017/ITA-II dated 29.12.2017 and 18.04.2018, wherein directions have been issued to file applications for restoration of struck off companies in specified circumstances. A copy of the said Circular is annexed as Annexure B.

7. It is submitted that as per the aforesaid Circular, restoration is required in cases where proceedings under Sections 143(3)/144/147/153A/153C are pending or contemplated, or where departmental appeals, penalty proceedings, prosecution proceedings are pending, or where there is pendency of outstanding tax arrears.

8. It is submitted that in the present case, reassessment proceedings are pending against the Company and therefore the case falls within the conditions specified in the aforesaid Circular.

9. It is further submitted that the Income Tax Department has addressed a communication dated 18.01.2022 to the Registrar of Companies, Gwalior requesting revival of the Company. A copy of