2019 (6) TMI 642 - AT - Companies Law

Restoration of the name of the company in the register of companies - Section 252 of Companies Act, 2013 - HELD THAT - No case is made out by the appellants for us to interfere in the impugned order - no evidence was produced to come to a conclusion about the status of the company - appeal dismissed - decided against appellant.

Summary

Issues:
- Restoration of company name in the register of companies
- Maintainability of the company petition for restoration
- Authority of appellant No.2 to act on behalf of the company
- Disqualification of appellant No.1 for non-filing of returns
- Appellant's argument for restoration based on assets and liabilities

Restoration of company name in the register of companies:
The appeal was filed against the order passed by the National Company Law Tribunal (NCLT) dismissing the appellant's petition for restoration of the company's name in the register of companies. The NCLT held that the company was struck off from the register due to non-filing of annual accounts and returns since 2000-01. The appellant argued that the company was still carrying out its business objectives and had assets and liabilities, emphasizing the irreparable loss and prejudice if the company was not restored.

Maintainability of the company petition for restoration:
The appellant contended that as a shareholder of the company, he was entitled to file a revival application under Section 252(3) of the Companies Act, 2013. The ROC argued that Section 252(3) allows a member to file a revival petition for a struck-off company. The Tribunal observed that the appellant No.2 being a shareholder had the right to file the company petition for revival.

Authority of appellant No.2 to act on behalf of the company:
The appellant argued that even though the company was struck off, appellant No.2, as a shareholder, had the authority to file the revival petition. The Tribunal agreed with this argument based on Section 252(3) of the Companies Act, 2013.

Disqualification of appellant No.1 for non-filing of returns:
The NCLT dismissed the petition on the grounds of statutory disqualification due to non-filing of returns and lack of a plausible explanation for the same. The ROC contended that the directors of the appellant company would not incur disqualification as certain sections of the Companies Act, 1956 could not be applied to them.

Appellant's argument for restoration based on assets and liabilities:
The appellant presented arguments regarding the company's assets, liabilities, and ongoing financial activities to support the case for restoration. However, the Tribunal noted discrepancies in the evidence provided, such as tax bills not in the company's name, lack of recent financial statements, and insufficient proof of rental income and tax compliance. The Tribunal emphasized the need for accurate and up-to-date financial documentation to assess the company's current status.

In conclusion, the Tribunal found that the appellants failed to establish a case for interference in the impugned order, leading to the dismissal of the appeal without any costs.