2017 (9) TMI 1388 - Tri - Companies Law

Restoration of name of company - reason for striking off the name of the petitioner company is non-filing of Balance Sheet and Annual Returns since 1999 which resulted in the belief that the petitioner was not carrying out any business - Held that - The petitioner has not been able to show that on 31.05.2007 when it was struck off it was in fact carrying on business or it was in operation. On its own showing the petitioner filed his last annual returns in the year 2003 thus we find that section 252(3) would not come to the rescue of the petitioner. It is also patent from the record that the petitioner has not approached the Tribunal with clean hands in as much as it has been unfairly claimed that the annual returns was filed up to the year ending 2003. Otherwise on the basis of the record the ROC has pointed out that the last returns was filed in the year 1998. On that account also the petitioner would lose the right of obtaining any relief nay even the right of hearing. Moreover the so-called resolution attached with the petition (annexure P-2) is surrounded with doubts as the address of Shri Kamlesh Bajaj is entirely different than the one available in the record of the ROC. It would further fortify the view that the company has no business transaction. As a sequel to the above discussion this petition fails and the same is dismissed with cost of ₹ 10,000/- (Rs. Ten Thousand Only). The cost has to be borne by Shri Kamlesh Bajaj and same be deposited with ROC, NCT of Delhi and Haryana

Summary

Issues:
Challenge to order by Registrar of Companies to strike off company's name, restoration of company's name on ROC register, non-compliance with statutory requirements, jurisdiction of National Company Law Tribunal for restoration of company's name.

Analysis:
The case involves a challenge by a company, M/s K. Bajaj Rubber Pvt. Ltd., against the order passed by the Registrar of Companies (ROC) to strike off its name due to default in statutory compliances. The company sought directions to restore its name on the ROC register. The company was incorporated in 1995 and engaged in the production of various types of tires and semi-tires. The ROC struck off the company's name in 2007 for non-compliance, specifically for not filing Balance Sheets and Annual Returns since 1999.

The petitioner claimed to have been active since inception and provided evidence of filing financial documents up to 2003. However, the ROC stated that the last returns were filed in 1998, raising doubts about the petitioner's claims. The ROC's decision was based on the belief that the company was not carrying on any business due to lack of filings. The company's attempt to restore its name was based on Section 252 of the Companies Act, 2013, which allows for restoration if certain conditions are met.

The Tribunal analyzed the statutory provisions and found that the petitioner failed to demonstrate that it was carrying on business or in operation at the time of striking off in 2007. The petitioner's lack of clean hands, discrepancies in provided information, and doubts surrounding the resolution submitted further weakened its case. Consequently, the Tribunal dismissed the petition with costs of Rs. 10,000 to be borne by Shri Kamlesh Bajaj and deposited with the ROC, NCT of Delhi and Haryana.

In conclusion, the judgment highlights the importance of statutory compliance for companies and the grounds required for restoration of a company's name on the ROC register. It also emphasizes the need for transparency and accuracy in submissions to the authorities to maintain credibility and uphold legal requirements.