2021 (5) TMI 779 - Tri - Companies Law

Seeking restoration of name of the company in the Register of members - Section 252 of the Companies Act, 2013 - HELD THAT - The appellant has not submitted satisfactory evidence to prove that company was in operation during strike off . But we are satisfied that just ground to consider revival of the company, as the company owns plot of agricultural land. Unless, the company is revived, the utilization of plot of agricultural land for fulfilling main objects of the company and to run the business cannot be possible. Thus, taking into consideration the provisions of Section 252(1) of the Companies Act, 2013, which vests this Tribunal with a discretion where the Company, whose name has been struck off, and such Company is able to demonstrate that it is just to do so, can restore the name of the Company, in the Register and in the interest of all stakeholders, including the Appellant itself, who seeks restoration of the name of the Company in the register maintained by Registrar of Companies, the company deserve to be restored. The Public Notice of Registrar of Companies, striking off the name of the company, is hereby declared illegal and set aside. The restoration of the company's name to the Register of Registrar of Companies is ordered - Appeal allowed.

Summary

Issues:
- Appeal against striking off the name of the company under Section 252 of the Companies Act, 2013.
- Company's claim of being in operation during the striking off period.
- Consideration of evidence and grounds for restoration of the company's name in the Register of Companies.

Analysis:
1. The appeal was filed by a company against the order of striking off its name under Section 248(1) of the Companies Act, 2013. The company had not filed its Financial Statements and Annual Returns for the Financial Years 2013 onwards, leading to the striking off of its name by the Registrar of Companies.

2. The company claimed to be in operation during the striking off period and presented various documents to support its claim, including audited financial statements, a sale deed for agricultural land, and a court order regarding the disqualification of a director.

3. The Registrar of Companies had no objection to restoring the company's name if all pending statutory documents were filed along with the requisite late filing fee. The Income Tax Department confirmed that the company had filed its Income Tax Returns for specific assessment years and had no outstanding dues.

4. The Tribunal considered the grounds under Section 252 of the Companies Act, 2013, for restoration of the company's name. While the appellant failed to provide satisfactory evidence of the company's operation during the striking off period, the Tribunal found a "just" ground for revival based on the company owning agricultural land essential for its business activities.

5. The Tribunal exercised its discretion under Section 252(1) to restore the company's name in the Register of Companies. The appeal was allowed, declaring the striking off of the company's name as illegal. The company was directed to file all outstanding documents with proper fees, pay additional charges, and contribute to the Prime Minister's Relief Fund for restoration.

6. The restoration of the company's name was ordered, subject to completion of formalities and payment requirements. The Tribunal emphasized the importance of restoring the company in the interest of stakeholders and the company itself. The order was served to the concerned parties, and the appeal was allowed and disposed of accordingly.