Rajeswara Rao Vittanala, Member - (1.) The present Company Appeal bearing CA.No.106/252/HDB/2017 is filed by Mr.Shashidhar Kamineni, former Director and Shareholder of Kamineni Oncology Centre Private Limited (KOCPL) under section 252 of the Companies Act, 2013, by inter-alia seeking the following reliefs; a) To restoring the name of the Company to Register of Companies maintained by the Register of Companies, Andhra Pradesh and Telangana; b) Consequently, directed him to do all such acts and things as may be required, in order to give effect to the direction to be passed by this Hon'ble Tribunal.
(2.) Brief facts of the case, as mentioned in the application, are as follows: a) M/s.Kamineni Oncology Centre Private Limited, (Hereinafter referred to as the Company) is a Private Limited Company incorporated under the provisions of the Companies Act, 1956 in the erstwhile state of Andhra Pradesh (presently the state of Telangana) under the name and style "Kamineni Griffon Oncology Centre Private Limited" on February 20, 1998. The name of the Company was changed from "Kamineni Griffon Oncology Centre Private Limited" to "Kamineni Oncology Centre Private Limited" vide fresh certificate of incorporation dated March 10, 2008. b) The Authorised share capital of the Company is Rs.1,00,00,000/- divided into 10,00,000 equity shares of Rs.10/- each, and its subscribed and paid up share capital of the Applicant Company is Rs. 1,50,090/- divided into 15,009 of Rs.10/- each. c) The objects of the Company as per its Memorandum of Association, is to carry on the business of promoting hospital specially to tender all kinds of oncology services. It is carrying on its business operation incessantly since its incorporation and even as on the date of striking off of the Company, the Company was carrying on its business operations. Therefore there is no intention on the part of the Company to close or cease its business operations. There is no application for the Company to obtain status of Dormant Company under Section 455. d) The Company is running its services by providing all kind of oncology services and that the revenue from operations for the immediately preceding last three financial years as per the audited balance sheet of the Company is Rs. 1,97,19,622/-, Rs.2,23,89,519/-andRs.2,14,25,206/-respectively. e) The Company is regular in filing the annual returns and all other required forms. However the Company did not file annual returns for the last two years i.e. Financial Year 2014-15 and 2015-16. The non-filing is neither intentional nor deliberate but only due to an inadvertent accidental oversight. f) The Company is serving public interest and also there are 10 direct employees and 50 indirect employees i.e., nurses and other supporting staffs who are the bread winners to their families. It is also contributing reasonable amount in the form of various taxes to the State Exchequer. g) It is stated that the Registrar of Companies issued a notice vide Ref No. ROCH/248(1) /Removal/28936/2017, dated 17.03.2017 and 27.03.2017 under Section 248(1) (2) of the Companies Act, 2013 stating as under: i) that the Company has failed to commence its business within one year of its incorporation; or ii) the Company is not carrying on any business or operation for a period of two immediately preceding financial years and has not made any application within such period for obtaining status of Dormant Company under section 455; or iii) the Company has filed an application under sub-section (2) of the section 248 for removing the name from the Registrar of Companies on the grounds mentioned in subsection (1) of section 248. h) It is stated that the Company has received the show cause notice dated 17.03.2017 from Registrar of Companies, Hyderabad on 30.06.2017 and the same was posted to the Company on 29.06.2017 via speed post (Track Id No.EN412494675IN) . Whereas the Company status on the Ministry of Corporate Affairs was changed from Active to Strike Off on 21.07.2017 and similarly even the respective Directors of the Company have received the notice on 08.07.2017 which was dispatched on the same day i.e. 08.07.2017 via speed post. i) It is stated that the time given to the Company and its Directors for replying to the show cause notice was very short and by the time the Company/Directors could have replied to the notice, the name of the Company was struck down by the ROC from the Register of Companies. Whereas section 248(1) (c) provides that a statutory period of 30 days has to be given by the Registrar of Companies to the Company and its Directors from the date of the sending show cause notice in form STK-1, inviting their representations along with relevant documents, if any, before striking off the name of the Company. j) Therefore the present appeal/application is filed by seeking to restore the Company, by seeking the reliefs stated as supra.
(3.) Heard Mr.Y.Suryanarayana, learned counsel for the Petitioner and Mr.Ramesh Chandra Mishra, ROC, and also carefully perused all the documents filed along with ROC report. Ref No.ROCH/LEGAL/SEC252/28936/Kamineni/STACK/2017 , dated 26.10.2017.;