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2017 (12) TMI 1701 - Tri - Companies LawRestoration of the name of the Applicant Company to the Register of Companies - HELD THAT - It is an admitted fact that the Company did not file its Annual Accounts and Annual Returns with effect from the Financial Year ending 2000-01 onwards till date due to which it has been struck off' from the Register of the Companies during 2005, as the show cause notice was given on 20th of July, 2005 as contemplated under Section 560(1) of the 1956. There is no plausible Companies Act, explanation provided in the Application for non-filing of the Annual Accounts and Annual Returns with effect from 2000-01 onwards till date. It has also been admitted by the PCS during the hearing that the Company is not currently engaged in any business, it has only a plot of land. Therefore, a shell/ defunct company cannot be ordered to be restored. This Bench is not satisfied to order the restoration of the name of the Company to the Register of Companies maintained by the concerned Registrar of Companies. Accordingly, the Company Application stands rejected.
Issues:
1. Company Application for restoration of name to Register of Companies under Section 252(3) of the Companies Act, 2013. 2. Disqualification of Director under Section 274(I)(g)(A) of the Companies Act, 1956. 3. Non-filing of Annual Accounts and Returns leading to striking off under Section 560 of the Companies Act, 1956. Analysis: 1. The Company, a private limited entity, filed a Company Application seeking the restoration of its name to the Register of Companies. The application was made under Section 252(3) of the Companies Act, 2013, through the Director of the Company. The Company's main object includes research, development work, and setting up medical facilities. The Company's name was struck off the Register due to non-filing of Annual Accounts and Returns from 2000-01 onwards. The Company's prayer was for the restoration of its name to the Register of Companies maintained by the concerned Registrar of Companies. 2. The Director of the Company, who filed the application, was found to be disqualified under Section 274(I)(g)(A) of the Companies Act, 1956, which corresponds to Section 164(2)(a) of the Companies Act, 2013. Due to this disqualification by operation of law, the Director was deemed incompetent to file the Company Petition on behalf of the Company. Consequently, the Company Application was considered liable for dismissal on this ground alone. 3. The Company's non-compliance with filing Annual Accounts and Returns since the financial year ending 2000-01 led to its name being struck off the Register of Companies in 2005. The Company failed to provide a plausible explanation for the non-filing of these documents. During the proceedings, it was revealed that the Company was not actively engaged in any business, possessing only a plot of land. The Tribunal noted that a defunct company without business activities cannot be restored. Therefore, considering the lack of compliance and the inactive status of the Company, the Tribunal rejected the Company Application for restoration of its name to the Register of Companies. This detailed analysis of the judgment highlights the key issues involved, including the grounds for dismissal based on the Director's disqualification and the Company's non-compliance leading to the striking off of its name from the Register of Companies.
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