24.09.2026 Court No.25 D/L No.18 S. Gayen In the High Court at Calcutta Constitutional Writ Jurisdiction Appellate Side WPA 17024 of 2026 M/s. Gupta Machine Tools Private Limited & Anr. Versus Union of India & Ors. Ms. Sonal Shah Mr. Shashwat Nayak Mr. Kushagva Shah …for the Petitioners Mr. Ajay Choubey Ms. Rini Bhattacahryya Ms. Naaz Parveen Ms. Priti Panja …for the Respondents 1. Affidavit of service filed in Court today is taken on record. 2. The petitioners have filed the present writ application challenging the order passed by the Regional Director, Eastern Region, Ministry of Corporate Affairs, Kolkata dated June 9, 2026 wherein the application filed by the petitioners under Section 13(4) of the Companies Act, 2013 for shifting of the registered office of the petitioners is rejected on the ground that restoration of CRR 2667 of 2021 is pending before this Hon’ble Court by which the discharge relating to violation of Section 74(1)(b) of the petitioner has been challenged. 3. Learned counsel appearing for the petitioners submits that a case has been initiated against the petitioners being Complaint Case No. 29 of 2019 before the 2nd Special Court, Calcutta against the petitioner No.1 2 company and its whole time director on the allegation of violation of Section 74(1)(b) of the Companies Act, 2013. The learned Special Judge, 2nd Court, Calcutta by an order dated September 30, 2019 has discharged the petitioner company and its whole time director from the said case holding that no charge against the accused persons is made out. 4. The authorities have filed a revisional application before this Court being CRR 2667 of 2021 and the said revisional application was taken up by the Coordinate Bench of this Court on December 24, 2021. When the matter was taken up by the Coordinate Bench, the learned counsel appearing for the Registrar of Companies submitted that no application for condonation of delay under Section 5 of the Limitation Act, 1963 was filed while preferring the revisional application against the order dated September 30, 2019. Accordingly, the case was adjourned. Learned counsel for the petitioners submits that as on date there is no prosecution is pending against the petitioners. The prosecution initiated against the petitioners from which the petitioners have already been discharged from the competent Court of law. She submits that without considering the said aspect, the Regional Director, Eastern Region has passed the impugned order. 5. Learned counsel appearing for the respondent authorities submits that against the order of discharge 3 of the petitioner company and its whole time director, the authorities have preferred a revisional application before the Coordinate Bench of this Court and the said revisional application is pending. As such, the Regional Director, Eastern Region has rightly rejected the request of the petitioners for shifting of the registered office of the petitioners as the prosecution is pending against the petitioners. 6. Heard the learned counsel for the respective parties. Considered the materials on record. 7. Admittedly, a prosecution was initiated against the petitioner company and its whole time director which was pending before the 2nd Special Court, Calcutta. Ultimately, the said complaint case was disposed of by an order dated September 30, 2019 wherein the learned Judge, 2nd Special Court, Calcutta has held that no charge is proved against the petitioners and accordingly, the petitioner company and its whole time director have been discharged from the said case. Being aggrieved with the order of discharge, the authorities have preferred a revisional application after the period of limitation. When the matter was taken up for hearing, learned counsel for the authorities in the revisional application has prayed for time for filing an application for condonation of delay. The respondent authorities have not placed any order before this Court whether the revisional application is admitted or there is any order of stay of the order dated September 30, 4 2019 wherein the learned Judge, 2nd Special Court, Calcutta has discharged the petitioners. 8. This Court finds that as on date there is no inquiry, inspection or investigation or any prosecution pending against the petitioner company under the Companies Act, 2013. Mere filing or pendency of criminal revisional application without any stay of the order of discharge it cannot be said that prosecution is pending against the petitioner. 9. In view of the above, the impugned order dated June 9, 2026 passed by the Regional Director, Eastern Region is set aside and quashed. 10. The Regional Director, Eastern Region, Kolkata is directed to immediately consider the application filed by the petitioners under Section 13(4) of the Companies Act, 2013 for shifting of the registered office of the petitioners within a period of two weeks from the date of receipt of this order by giving an opportunity of personal hearing to the petitioners, if necessary. 11. WPA 17024 of 2026 is allowed. 12. All parties shall act on the server copy of this order duly downloaded from the official website of this Court. 13. Urgent Photostat certified copy, if applied for, be given to the parties upon compliance with all formalities. (Krishna Rao, J.)