2018 (4) TMI 1705 - Tri - Companies Law

Striking off the name of the Appellant Company in the Register of Members - due to non-compliance of the provisions of Companies Act,2013 with respect to filing of annual returns and financial statements for the last two years, the name of the company was struck off - HELD THAT - During the period of striking off the name of the Company in June, 2017 there is no record to show the business in operations - there are no convincing documents on record to establish that the Company was doing business or in actual operation when its name was struck from the Register of the Registrar of Companies. Therefore it could be said that the Company was non-operational at the relevant period of striking off its name in June, 2017. There is no just reason to restore the Company's name on Register of Registrar of Companies - appeal dismissed - decided against appellant.

Issues:
1. Appeal against striking off the name of the Company under Section 252(3) of the Companies Act, 2013.
2. Jurisdiction of the Tribunal to entertain and try the appeal.
3. Compliance with the provisions of Section 248(1) of the Companies Act, 2013.
4. Evidence of the Company being in operation and carrying on business during the period of striking off.
5. Restoration of the Company's name on the Register of Companies under Section 252 of the Companies Act, 2013.

Analysis:
1. The appeal was filed by the Company against the order striking off its name from the register under Section 248 of the Companies Act, 2013. The Company argued that the Registrar did not follow the prescribed procedure and did not send the required notice before publishing the name in the Official Gazette.

2. The Company was incorporated under the Companies Act, 1956 and had its registered office within the jurisdiction of the Tribunal, allowing the Tribunal to entertain and try the appeal. The appeal was filed by a director of the Company.

3. The Company claimed that it was not informed about the non-filing of returns by the Registrar of Companies until September 2017. The Company argued that it was operational and had submitted various documents to prove its activities during the period of striking off.

4. Despite submitting audited balance sheets, bank statements, purchase orders, sales invoices, and income tax returns, the Company failed to provide convincing evidence of being in operation during the period of striking off. The audited balance sheets showed minimal profits, no employees, and no significant business activities.

5. The Tribunal noted that the Company did not meet the conditions required for restoration under Section 252 of the Companies Act, 2013. The Registrar of Companies had no objection to restoring the name of the Company if it could prove its business operations. However, based on the evidence presented, the Tribunal concluded that there was no justification to restore the Company's name on the Register of Companies.

6. Consequently, the appeal was dismissed with no order to costs, as the Company failed to establish that it was carrying on business or in operation during the period of striking off. The Tribunal found no just reason to restore the Company's name on the Register of Registrar of Companies.

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