2014 (5) TMI 1158 - HC - Companies Law

Non-filing of annual return for the year 2013 and the balance sheet for 2012-13 by the transferor and transferee company - Held that - The said objections stand satisfied in view of filing of annual returns for the year 2013 so also the balance sheet for the financial year 2012-13 by the transferor and transferee company on 7th May, 2014. As regards the second objection the transferee company is ready and willing to increase its authorised share capital and file necessary forms as may be required. Therefore the second objection raised by the Central Government also stands satisfied. In view of the aforesaid there will be orders in terms of prayers (a) to (j) of the petition. In the event the petitioners supply a legible computerized print out of the scheme and the schedule of assets in acceptable form to the department, the department will append such computerized print out, upon verification, to the certified copy of the order without insisting on a handwritten copy thereof.

Summary

Issues: Objections by Central Government regarding non-filing of annual return and balance sheet, readiness of transferee company to increase authorized share capital.

Analysis:
1. Non-filing of Annual Return and Balance Sheet: The Central Government raised objections regarding the non-filing of annual return for the year 2013 and the balance sheet for 2012-13 by the transferor and transferee company. However, these objections were satisfied as both companies filed the annual returns for 2013 and the balance sheet for the financial year 2012-13 on 7th May, 2014. Consequently, the first objection raised by the Central Government was deemed to be resolved.

2. Readiness to Increase Authorized Share Capital: The second objection raised by the Central Government pertained to the readiness of the transferee company to increase its authorized share capital and file necessary forms as required. It was noted that the transferee company was prepared and willing to increase its authorized share capital and submit the necessary forms. Therefore, the second objection raised by the Central Government was also considered satisfied.

3. Court Orders: Based on the resolution of the objections raised by the Central Government, the court decided to pass orders in terms of the prayers mentioned in the petition. Additionally, the court directed the petitioners to provide a legible computerized print out of the scheme and the schedule of assets to the department. It was specified that upon verification, the department would append the computerized print out to the certified copy of the order without necessitating a handwritten copy.

4. Costs and Disposal of Case: The court ordered the applicant to pay the cost of 200 G.Ms. to the Central Government. Subsequently, in light of the resolved objections and the actions taken by the involved parties, the case numbered C.P. 649 of 2013 was disposed of. Furthermore, the court allowed for the provision of an urgent photostat certified copy of the order to the parties upon compliance with all necessary formalities.