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2019 (2) TMI 1884 - Tri - Companies LawRestoration of name of the Company on the Register of Companies maintained by the Respondent - Section 252(3) of the Companies Act - HELD THAT - It is not in dispute that the Registrar of Companies has taken impugned action in accordance with law, issued appropriate show cause notice. However, the Petitioner Company failed to avail the opportunity given by the Respondent resulting in striking off name of the Company by publishing notice in STK-7 in the Official Gazette on 24.08.2019 w.e.f 09.08.2019. The Learned Counsel for the Petitioner submitted that he is not disputing the action taken by the ROC but submits that due to absence of Accountant of the Company without proper intimation, without handing over the charge held by him resulted in non-compliance of the statutory requirements. The shareholders of the Company also were not aware of the absence of the Accountant from the Company. We are convinced with the reasons given by the Petitioner for restoration of the name of the Company. Therefore we are inclined to direct the Respondent to restore name of Company, however, subject to complying with statutory Compliances along with requisite fee as per law within a period of 30 days, and to payment of cost of ₹ 20,000/-. The Registrar of Companies, Karnataka, the Respondent herein, is ordered to restore the name of the Company in the Register maintained by the Registrar of Companies, Karnataka as if its name had not been struck off from the rolls of the Register with restoration of all consequential action by Registrar of Companies - Application disposed off.
Issues:
1. Restoration of the name of the Company on the Register of Companies. 2. Compliance with statutory requirements under Section 252(3) of the Companies Act, 2013. Analysis: 1. The issue in question pertains to the restoration of the name of a Company on the Register of Companies. The petitioner, a shareholder of the Company, filed a Company Petition seeking the restoration of the Company's name, which was struck off by the Registrar of Companies. The petitioner contended that the Company was solvent, actively conducting business, and had assets and ongoing operations. The Registrar of Companies initiated action to strike off the Company's name due to non-filing of balance sheets and annual returns. The Registrar followed the prescribed procedures under Section 248 of the Companies Act, 2013 before striking off the name of the Company. The petitioner acknowledged the non-compliance but attributed it to the sudden departure of the Company's Accountant without fulfilling his duties. The petitioner expressed readiness to file all outstanding statutory documents and comply with the necessary requirements for restoration. 2. The Tribunal, after considering the submissions and provisions of the Companies Act, 2013, acknowledged that the Registrar of Companies had taken the impugned action in accordance with the law. However, the Tribunal found merit in the petitioner's reasons for seeking restoration of the Company's name. The Tribunal directed the Respondent to restore the name of the Company on the Register, subject to the Company complying with all statutory compliances within 30 days and paying a cost of ?20,000. The restoration was contingent upon filing all statutory documents with prescribed fees and ensuring compliance with the directives of the Tribunal. The Tribunal emphasized that the restoration order did not absolve the Company from any other violations or offenses and allowed the Registrar of Companies to take appropriate actions for any other violations committed by the Company. In conclusion, the Tribunal granted the relief sought by the petitioner for the restoration of the Company's name on the Register of Companies, subject to fulfilling statutory requirements and payment of costs. The judgment highlighted the importance of compliance with legal obligations and provided a framework for the Company to rectify the non-compliance issues that led to the striking off of its name.
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