2021 (1) TMI 520 - Tri - Companies Law

Restoration of name of the company from the register of companies - section 252(3) of the Companies Act, 2013 Read with Rule 87A of the NCLT (Amendment) Rules, 2017 - HELD THAT - Having satisfied with the reasons as mentioned in the Application, and the evidence in support of the contentions that the RI Company is holding certain assets and liabilities in the form of Land and Advances, this Tribunal is of the opinion that it would be just and proper to order restoration of name of the Company in the Register of Companies. In view of the averments made and evidence placed, refusal to restore will be an excessive penalty for the over-sight on the part of the R1 Company. The Applicant shall file all the pending Financial Statements and Annual Returns with R2 (RoC) as per the Act and Rules made thereunder. It shall also comply with the provisions of the Companies Act, 2013 without any delay in future. Form INC 28 shall also be filed as per procedure - Application disposed off.

Summary

Issues:
1. Restoration of company name in Register of Companies
2. Compliance with statutory requirements for filing Financial Statements and Annual Returns
3. Payment of costs to Registrar of Companies for restoration

Analysis:
1. Restoration of company name in Register of Companies:
The Company Application sought restoration of the name of the company in the Register of Companies after it was struck off by the Registrar of Companies due to non-compliance with filing requirements. The Applicant provided evidence of the company's assets and liabilities, including substantial immovable property. The Tribunal found it just and proper to order the restoration of the company's name, considering the oversight on the part of the company and the evidence presented. Refusal to restore the name was deemed excessive, and the order for restoration was granted.

2. Compliance with statutory requirements for filing Financial Statements and Annual Returns:
The Applicant was directed to file all pending Financial Statements and Annual Returns with the Registrar of Companies, as per the Companies Act and related rules. The company was instructed to comply with all provisions of the Companies Act, 2013 without delay in the future. Additionally, the Applicant was required to file Form INC 28 as per the prescribed procedure to ensure full compliance with statutory obligations.

3. Payment of costs to Registrar of Companies for restoration:
As part of the restoration process, the Applicant was directed to pay a cost of ?25,000 to the Registrar of Companies. This amount was to cover expenses incurred by the Registrar for publication in the Official Gazette and other related expenses. The payment of this cost was a prerequisite for the restoration of the company's name in the Register of Companies.

In conclusion, the Tribunal allowed the Company Application, ordering the restoration of the company's name in the Register of Companies, subject to compliance with statutory filing requirements and the payment of the specified cost to the Registrar of Companies.