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TMI Blog2020 (3) TMI 35X X X X Extracts X X X X X X X X Extracts X X X X ..... s Act, 2013 (hereinafter referred to as the 'Act') was allowed and Appellants' Intervention Application being I.A. No. 1250 of 2018 was rejected. The impugned orders have been assailed on the ground that the Company Petition was not maintainable, the Appellants being 'persons concerned' under Section 252 of the Act had locus to seek intervention and the impugned orders suffered from serious legal infirmity and were passed without jurisdiction. 2. The necessary facts bearing upon the litigation culminating in filing of this appeal are required to be briefly noticed. Respondent No. 1 - 'Verona Capital Ltd.' was struck off from the Register of Companies on the ground that the Company was not carrying on any business and there were no business operations for the past two financial years and that the Company had not applied for obtaining the status of a 'Dormant Company'. The Registrar of Companies Mumbai (2nd Respondent) published public notice STK-7 for striking off the Company on 18th August, 2017. Respondent No. 1 through its Director filed Company Petition No. 3713 of 2018 under Section 252 of the Act before the Tribunal praying for restoration of its name in the Register of Comp ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... luding the family trust under the control of one Nikhil Gandhi, Chairman of SKIL Group of Companies, which are currently being investigated by ED, SFIO and other investigating agencies for their involvement in IL&FS loan scandal. It is submitted that Respondent No. 1 is in fact put up by Nikhil Gandhi to trade in the Indian Securities Market. It is further submitted that the Appellants wanted to bring on record some material facts in public interest to show that a Shell Company was being sought to be restored. Referring to the Intervention Application, it is submitted that the Appellants have filed a Civil Suit before City Civil and Sessions Court Mumbai against Respondent No. 1 and its three erstwhile Directors for recovery of moneys, thus they are 'persons concerned' under Section 252 of the Act. It is further submitted that any adverse decision in the proceedings was bound to affect the Appellants, thus they were party aggrieved having locus to maintain the appeal. It is further submitted that various litigations between Appellants and Respondent No. 1 commenced only after the Company was struck off by ROC and there was no active litigation pending between the Appellants and Res ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... under the Awards to Respondent No. 1. It is submitted that both NSE and BSE have since withdrawn trading facilities from the Appellants, appropriated the security deposit of Appellants and released the security deposit amount in favour of Respondent No. 1. It is therefore submitted that the Appellants are debtors of Respondent No. 1 owing moneys to it and as of now the Appellants have to pay Rs. 35 Crore including interest to the Respondent No. 1. Both NSE and BSE have initiated proceedings against Appellants. It is further submitted that Respondent No. 1 had registered a complaint against the Appellants and its Directors with Economic Offences Wing (EOW) on 12th March, 2018 which has led to registration of an FIR and during investigation Appellants Bank Accounts have been frozen. Another complaint for fabrication of Respondent's ledger statements and Balance Sheet of Appellants had been lodged with EOW. As regards competence of Ms. Mansi Vora, it is submitted that she is a Shareholder of Respondent No. 1 entitled to file application for restoration of the Company. 5. Heard learned counsel for the parties and perused the record. There can be no dispute with the proposition that ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... istrar and its exercise conforming to the procedure laid down in Section 248 of the Act and in view of the same it cannot be said that there is a material irregularity in removing the name of the Company. As regards the appellant being aggrieved of restoration of the name of the Company and the merits of the case not justifying such restoration in the Register of Companies, be it seen that the Appellant can be heard as regards merits only if he is the 'person aggrieved'. The expression 'person concerned' in first proviso to sub-section (1) of Section 252 has reference to only such person i.e. the 'person aggrieved' and none else. No other interpretation is possible on the plain language and purposive interpretation of the provision engrafted in Section 252(1) of the Act. The 'person aggrieved', in the context of removal of name of a Company from the Register of Companies can be no person other than the Company, any member or creditor or workmen, who are the necessary stakeholders, their fortunes being linked with the fate of the Company. If the Company sinks or ceases to exist, their interests are bound to suffer. However, same does not hold good as regards a 'debtor', who would ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e Appellants sought intervention in Company Petition on the ground that they had filed a Civil Suit against the Company. This ground, though does not justify intervention in Company Petition as 'person aggrieved', in fact warrants the Company's name being restored in the Register of Companies, more so, as the Company is said to be even now involved in active litigation for recovery of moneys allegedly siphoned off by the Appellants fraudulently which according to Respondent is a staggering amount of Rs. 112 Crore. Allegedly, Appellants generated false debits and issued fabricated contract notes to Respondent No. 1 thereby fraudulently siphoning off the amount of Rs. 112 Crore while engaged as Stock Brokers by Respondent No. 1 to effect transactions at the stock exchanges. According to respondent, the Appellants fabricated ledger document to siphon off the amounts and filed a frivolous suit against the Company after case was registered against them before EOW. The suit is stated to be pending trial before Mumbai City Civil Court. It appears from record that the Appellants are Debtors to the Respondent No. 1 in whose favour NSE Arbitral Award dated 18th April, 2018 for an amount of R ..... X X X X Extracts X X X X X X X X Extracts X X X X
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