2019 (8) TMI 1625 - Tri - Companies Law

Restoration of the name of the Company in the Register of Companies - Section 252 (3) of the Companies Act, 2013 - HELD THAT - It is held that despite of the fact that the company has no revenue from operations in the Financial Years 2014-15 to 2016-17, the Company possesses assets industrial land measuring 7 Kanals 7 Marlas and 66 Square feet situated in the State of Jammu. Hence, the company has been able to show that it was carrying on business or in operation at the time of its name being struck off from the register of companies. In the submissions made on behalf of the ROC and the Income Tax Department, no objection to the restoration of the name of the Company, has been raised - It is therefore, held that the ingredients provided for in Section 252(3) of the Act, are satisfied. The name of the company be restored in the Register of Companies, subject to deposit of ₹ 40,000/- as costs with the Pay and Accounts Officer, Ministry of Corporate Affairs within a period of three weeks from the receipt of certified copy of this order - petition allowed.

Summary

Issues:
1. Restoration of company name in Register of Companies under Section 252(3) of the Companies Act, 2013.

Analysis:
The petition sought restoration of a company's name in the Register of Companies under Section 252(3) of the Companies Act, 2013. The company's name was struck off by the Registrar of Companies due to non-compliance with filing financial statements and annual returns for four consecutive years. The petitioner, a member of the company, provided details of the company's incorporation, shareholding pattern, and the reasons for non-compliance. The company's main objects, authorized capital, and historical context were presented to establish the grounds for restoration.

The petitioner argued that the company remained active and had maintained necessary documentation, attributing the non-filing of documents to pending litigation with Jammu Development Authority. The delay in possession of allotted land, management issues post a key person's demise, and commitments to file outstanding documents upon restoration were highlighted. Reports from the Registrar of Companies and the Assistant Commissioner of Income Tax were also considered in the proceedings.

The Tribunal examined the financial records, income tax returns, bank statements, and land possession details provided by the petitioner. Despite no revenue from operations during the specified years, the company possessed industrial land, indicating ongoing business activities. Both the ROC and the Income Tax Department did not object to the restoration, leading the Tribunal to conclude that the requirements of Section 252(3) were met.

Consequently, the petition was allowed, and the company's name was ordered to be restored in the Register of Companies. Specific directions were issued regarding costs, publication of the order, filing of pending documents, compliance with regulations, and actions by the ROC and Income Tax Department. The company was instructed to fulfill these requirements within stipulated timelines, with consequences outlined for non-compliance.

In summary, the judgment addressed the legal provisions, factual circumstances, documentary evidence, and regulatory compliance aspects related to the restoration of the company's name in the Register of Companies, ensuring due process and accountability in the resolution of the matter.