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2020 (10) TMI 117 - Tri - Companies LawRestoration of name of Respondent in the Register of Companies maintained by the office of ROC - Section 252(3) of the Companies Act, 2013 - maintainability of application - HELD THAT - On further perusal of the record, it is found that the appeal is filed under section 252(3) of the Companies Act, 2013. While, going through the section 252(3) of the Companies Act, it is found that the instant provision is made when the company is struck of voluntarily on the behest of the Promoter(s)/Director(s), whereas, section 252(1) of the Companies Act, provides that, when the company is struck of by the Registrar of Companies on the failure in filing of statutory returns by the Company - the instant application would not lie under section 252(3) of the Companies Act, 2013; rather, it would lie under section 252(1) of the Companies Act,. 2013. The name of the Company was struck off for continuous non-filing of Statutory Returns. Hence, considering the public interest, and to protect the legitimate interest of revenue, the name of the Respondent Company requires to be restored in the Register of Companies maintained by the ROC, Ahmedabad so as to enable the Appellant (Income Tax Department) to proceed further as per rules and in accordance with law - it would be just and equitable to restore the name of the Company M/s. Airticket Online (India) Pvt. Ltd. in the register maintained by ROC, Ahmedabad, Gujarat as the same is not barred by any law - petition allowed.
Issues involved:
Application for restoration of a company's name in the Register of Companies under Section 252(3) of the Companies Act, 2013. Detailed Analysis: 1. Background and Application: The Department of Income Tax filed a Company Appeal seeking orders to restore the name of a company struck off by the ROC, Ahmedabad. The appeal was filed under Section 252(3) of the Companies Act, 2013, following a circular from the Ministry of Finance directing such actions. 2. Submission of Evidence: The Appellant provided additional documents, including a notice under Section 148 of the Income Tax Act, 1961, indicating the need for income tax return filings by the Assessee Company. The Company's failure to file returns for the relevant assessment year was highlighted. 3. Representation by ROC: The ROC justified its action of striking off the company's name, citing non-filing of statutory returns since incorporation. However, the ROC later expressed no objection to restoring the company's name based on a circular from the Ministry of Corporate Affairs. 4. Legal Provisions: The ROC referred to Section 248 proviso (7) of the Companies Act, emphasizing the continued liability of directors and officers even after the company's dissolution. 5. Judicial Proceedings: Despite multiple opportunities, the Respondent failed to file a reply, leading to the matter being heard in absence of the Respondent. The Tribunal noted the difference between Sections 252(1) and 252(3) of the Companies Act, emphasizing the correct application of the law. 6. Decision and Order: The Tribunal, considering public interest and revenue protection, directed the restoration of the company's name in the Register of Companies under Section 252(1) of the Companies Act, 2013. Specific requirements for publication and compliance with statutory obligations were outlined in the order. 7. Exemption and Communication: The time taken for the appeal's disposal was exempted for initiating income tax/legal proceedings against the Assessee Company. The order was to be communicated to the ROC, Ahmedabad, and the Company for compliance. 8. Conclusion: The Company Appeal was allowed, and the name of the Company was directed to be restored in the Register of Companies, subject to specified conditions and compliance with statutory requirements. This detailed analysis covers the legal judgment comprehensively, addressing the issues involved and the Tribunal's decision in the matter.
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