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2020 (9) TMI 559 - Tri - Companies LawRestoration of the name of the struck off company - Section 252(3) of the Companies Act, 2013 - HELD THAT - It is noted that company has failed to file returns since 2011-12 which prompted ROC, Ahmedabad to strike off the name of such company from its Register of Companies. No plausible explanation has been given for such failure. Although, it has been claimed that notice u/s 248(1) was not served but it is noted that notice in Form STK-5 containing name of this company was published. The Company is no doubt having liabilities as well as assets in its balance sheet. Its also owing land which has got substantial value and disposal of the same cannot be done unless the company is revived. Thus, the name of the company can be restored in the Register of Companies maintained by ROC, Ahmedabad from the date of its striking off. However, for noncompliance of provisions of Companies Act, 2013 relating to non-filing of statutory returns without plausible explanation, suitable cost needs to be imposed - the name of the Company is restored on payment of costs.
Issues: Restoration of struck off company's name under Section 252(3) of the Companies Act, 2013
Analysis: 1. Background: The company was incorporated to conduct the business of Sales of Cotton, Cotton Seeds, and Soft Cotton. However, it failed to file Annual Returns since the financial year 2011-12, leading the Registrar of Companies (RoC) to strike off its name on 21.06.2017 due to non-compliance with statutory formalities. 2. Applicant's Submission: The Applicant's representative contended that the company unintentionally missed filing returns but was operational and had assets and liabilities, including land with a market value higher than the book value. The representative requested restoration of the company's name in the Register of Companies maintained by RoC, Ahmedabad. 3. RoC's Report: RoC did not appear but submitted a report suggesting that the matter be decided based on the available facts before the Tribunal. 4. Tribunal's Decision: After considering the submissions and evidence, the Tribunal noted the company's failure to file returns since 2011-12 without a plausible explanation. Although the Applicant claimed non-receipt of notice under Section 248(1), the Tribunal observed that notice in Form STK-5 was published. The Tribunal acknowledged the company's assets, including land, and the necessity to revive the company for land disposal. Consequently, the Tribunal ordered the restoration of the company's name in the Register of Companies maintained by RoC, Ahmedabad, from the date of striking off, subject to the payment of costs. 5. Order Details: The Tribunal directed RoC to restore the company's status to 'Active' and instructed the Applicant to file all pending statutory documents within 45 days of restoration. The Applicant was required to pay a cost of ?25,000 for each year of default. The Applicant had to deliver a certified copy of the order to RoC, who would publish it in the official Gazette. The order was specific to the violations leading to the striking off and did not prevent RoC from taking further legal actions for any other violations committed by the company. 6. Conclusion: The Company Appeal was disposed of accordingly, and an urgent certified copy of the order would be issued upon compliance with formalities.
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