1. The appellant company Ezee Flights Travel Private Limited, (for brevity ""the company"") has filed this appeal under section 252 of the Companies
Act, 2013 (hereinafter called as 'the Act') along with its Director against the order of the Registrar of Companies (ROC), NCT of Delhi and Haryana
dated 07.06.2017. The order mentioning the name of the Company at Serial No. 6280 was duly published in Official Gazette on 30.06.2017. The name
of the company has been struck off from the Register of Companies maintained by the respondent ROC, under section 248(5) of the Act read with
Rule 7 and Rule 9 of Companies (Removal of Name of the Companies from the Register of the Companies) Rules, 2016.
2. It is stated that the company is a private limited company, was incorporated on 18.02.2009 with the Registrar of Companies, NCT of Delhi and
Haryana under the Companies Act, 1956 vide CIN No. U6309-0DL2009PTC187744.
3. The appellant company Ezee Flights Travel Private Limited is having its registered office at E-2/25 Sector-7, Rohini Delhi-110085.
4. The authorized share capital of the . company is Rs. 1,00,000/. divided into 10,000 equity shares of Rs. 10/-each and the issued, subscribed and paid
up capital of the company is Rs. 1,00,000/-.
5. The main objects of the company are:
a) tour inbound tour operators, clear and forwarding agents, on the business as tourist agents and contractors and to facilitate traveling and
b) to provide for tourists and travelers, the provision of convenience of all kinds in the way of through tickets, sleeper cars, or berths, reserved places,
hotel, motel and lodging, accommodation guidance, safe deposits, enquiry bureaus, libraries, reading rooms, baggage transport and other allied services.
To act as Money Changers to provide services that may be necessary for the achievement of the aforesaid objects.
c) And other objects of the company as given in Memorandum of Articles.
6. It is the claimed that none of' the Appellants have received any notices on the from ROC as specified in the impugned order of ROC dated
07.06.2017.
7. It is further submitted that due to the health issues and directors being out of India the business of the Company was interrupted for some time.
There was the lack of control over the business administration. Hence the company failed to file the annual returns and financial statements for the
financial years 2013-14, 2014-15 and 2015-16 with the ROC in compliance with the provisions of Section 92(4) and Section 1371) of the Companies
Act, 2013.
8. It is further submitted that the directors learnt that the name of the Company being struck off from the Register of Companies maintained by
Respondents, for the first time, in October 2017 when the bank accounts of Company were freezed. The company continued to operate and carry on
its business in its usual course, prior to and during the period of striking off which may be observed from the records and documents placed before the
court through this appeal.
9. The Appellants have produced the following documents and records in support of their case showing that the Company was in operation during the
striking off period and is functioning till date:
a. The company have filed the statutory income tax returns till financial year 2016-17. The company has earned profits during the year 2016-2017 and
paid Income Tax to the tune of Rs. 4,78,296/-, hence claims that it has been operating within the four corners of law and maintaining its corporate and
statutory records.
b. The Company has been carrying out day to day business, preparing annual accounts and holding its board meetings, general meetings of
shareholders as and when required and maintained proper records, registers as per law.
c. it is further submitted that Profit & Loss Accounts of the Company & Balance sheets have been duly audited by the Statutory Auditors of the
Company. All the necessary documents including the Balance Sheet, Audit Report and Profit and Loss Accounts from year 2013-2014, 2014-2015,
2015-2016 are ready with the for submission before the ROC. The audited balance sheet of the company reflects that the business of the company
having substantial profits of Rs. 8,30,218 in year 2016.
d. The copy of the bank account of the company reflects that the business of the company as a going concern, running in normal course having
balance amount of Rs. 88, 028,06 in the year 2017.
10. The non-compliance in terms of filing of statutory documents with ROC was unintentional and is not of such a nature as to prejudice the interest of
the creditors/ shareholders and/or public at large and it is just and equitable that the revival.and restoration of the name of the company be allowed by
this Tribunal.
11. According to the ROC the object of Section 252(3) of the Companies Act is to give chance to the company and its member to revive the company
which has been struck off. As per the ROC objections, the restoration be allowed on the rolls of ROC in the interest of justice if the appellants are
able to prove that at the time of striking of its name it was in operation.
12. The appellants have also submitted that in the event of revival and restoration of the name of the company in the Register maintained by the ROC
respondent, the company shall file all outstanding statutory documents for the period 2013-2014 to 2016-2017 with filing fees and the additional fees, as
applicable on the date of actual filing along with a certified copy of order of this Hon'ble Tribunal for restoration of the name of the company.
13. As per the records and claims of the appellants as narrated above it is proved that the company was carrying on the business and it was in
operation. Hence, the objections raised by ROC is satisfied. The Income Tax Department has confirmed that the Income-tax returns have been
regularly filed by the company till year 2016-2017.
14. The Section 252(3) contemplates that one of the three conditions are required to be satisfied before exercising jurisdiction, to restore company to
its original name on the register of the ROC namely:
i. That the company at the time of its name was struck off was carrying on business.
ii. Or it was in operation
iii. Or it is otherwise just that the name of the company. be restored on the register.
15. In view of the above facts the appeal is allowed. The notification published in the Official Gazette of India dated 27.06.2017 and the order dated
30.06.2017 in so far as the name of the company shown at Serial No. 6280 bearing U63040DL2009PTC187744 is hereby set aside. The restoration of
the company's name to the Register will however be subject to its filing all the outstanding statutory documents as required under law and completion
of all formalities, including payment of any late fee or any other charges or penalties which are leviable by the respondent for late filing of statutory
returns and also on payment of cost of Rs. 25,000/ - to the Prime Minister's Relief Fund. The name of the company shall then, as a consequence,
stands restored in the register maintained by the Registrar of Companies, as if the name of the company had not been ever struck off.
The appeal stands disposed off.
