9911796707
|
Home
Forgot password New User/ Regiser ⇒ Register to get Live Demo
2022 (8) TMI 1204 - Tri - Companies LawSeeking restoration of name of the Company namely, M/s. ES Recycle Private Limited on the Register maintained by the Respondent - Section 252 of the Companies Act 2013 - HELD THAT - On perusal of the Income Tax returns for a period of two (2) years preceding's the date of struck off, shows the Company has been active and carrying on its business activities and also paid a tax to the tune of Rs. 2,97,275/- for the Assessment year 2017-18. Further, the Applicant Company has also filed the GST returns for the Financial year 2017-18 and also the Central Sales Tax filed by the Company for the year 2012 to 2017. A perusal of the above documents show that the Company has been active and carrying on its business activities two (2) years preceding from the date of strike off. Taking into consideration the provisions of Section 252 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 there is a running business as on the date when the name of the Company was struck off and also keeping in consideration that it is just to do so can restore the name of the Company in the register - Application allowed.
Issues:
1. Restoration of Company name on the Register maintained by RoC after strike off under Section 248 of the Companies Act, 2013. Analysis: The Applicant filed an Application seeking restoration of the Company's name, M/s. ES Recycle Private Limited, on the Register maintained by the Respondent, RoC, Chennai, after it was struck off under Section 248 of the Companies Act, 2013. The Company failed to file Financial Statements & Annual Returns for multiple periods, leading to the strike off. The Applicant, a Director and Shareholder of the Company, argued that non-filing was due to technical reasons unknown to the Directors until 2019. The Applicant prayed for restoration based on the Company's active business activities evidenced by Income Tax, GST, and Central Sales Tax returns for preceding years. The Tribunal considered the Company's active status, tax payments, and compliance history in deciding to allow the Application for restoration. The RoC raised an objection stating that the Company stood dissolved, and the Director could not maintain the Application. However, the Applicant's submission of being a Shareholder holding 100 shares, along with supporting documents, countered this objection. The Tribunal, after reviewing the Applicant's documents, noted the Company's active business operations and tax compliance, indicating a running business before the strike off. Considering the discretion under Section 252 of the Companies Act, 2013, the Tribunal found it just to restore the Company's name in the interest of stakeholders, including members, employees, and revenue. The Tribunal ordered the RoC to restore the Company's original status to "Active" within 30 days of the name restoration. The Company was directed to file pending annual returns, balance sheets, and other statutory compliances, along with payment of specified costs and fees. Restrictions on asset disposal were imposed until full compliance. The order clarified that Director disqualifications under Section 164 would not be automatically lifted. An affidavit of compliance with the directions was mandated within two months. Shareholders were required to submit an Undertaking regarding clean financial transactions during demonetization. The order did not limit the RoC's power to proceed against the Company and its Directors for any alleged late filings or non-compliances under the Companies Act, 2013. In conclusion, the Tribunal allowed the Application for restoration of the Company's name on specified terms, emphasizing compliance with statutory requirements and financial transparency.
|
