2021 (1) TMI 864 - Tri - Companies Law

Restoration of the Company's name in the Register of Companies maintained by Registrar of Companies - Section 252 of the Companies Act, 2013 - HELD THAT - The Appellant has filed documents and records in support of its stand that the company was in operation and pursuing activities during the period of striking off the name of the company and has brought forward the following facts about it being in operation and functional during the period of striking off i) The copies of Balance Sheet of the company for the financial years from 31.03.2017 to 31.03.2020. The Balance Sheet as on 31.03.2020 reflects Inventories of ₹ 9,83,7,666.00/-, Cash and Cash Equivalent of ₹ 2,76,092.16/- P L account shows loss of ₹ 11,500.00/- ii) The copy of Bank Statements of the Company for the period 01.04.2019 to 27.11.2020 showing various transaction details of the Company and reflecting closing balance of ₹ 1,94,496.66/- as on 27.11.2020. iii) The Copy of Income Tax Return for Assessment Year 2019-20. The tax paid for Assessment Year 2019-20 is ₹ 1,000/- iv) The copy of sale deed executed on 14.06.2008 between M/s Salasar Balaji Builder and Colonisers Private Limited as seller and the Company as purchaser of property namely Shop No. G-59, G-60, F-48D, F-49D which is situated at Commercial Block Plot No. 3, Sector No. 5, near Soni Hospital, Vidyadhar Nagar, Sikar Road, Jaipur at a sale consideration of ₹ 46,43,934/-. The RoC has filed report and has not stated any objections but has directed that the Company should file the returns as required under the provisions of the Companies Act, 2013 - this Bench is of the view that it is a fit case for restoration of the name of the company. The restoration of the Appellant Company's name, i.e. Shri Balaji Superme Propcon Private Limited, in the Register of Companies maintained by the RoC, is hereby ordered - Appeal allowed - application restored.

Summary

Issues: Restoration of Company's Name in Register of Companies and Activation of Bank Account

Issue 1: Restoration of Company's Name in Register of Companies
The appeal was filed under Section 252 of the Companies Act, 2013, seeking restoration of the company's name in the Register of Companies maintained by the Registrar of Companies, Jaipur (RoC). The company's name was struck off by RoC due to default in statutory compliance, specifically the failure to file statutory documents since the financial year 2013-14. The appellants, being members of the company, presented evidence that the company was operational during the period of striking off, despite the inadvertent failure to file necessary returns and statements with RoC. The appellants provided various documents, including balance sheets, bank statements, income tax returns, and sale deeds, to demonstrate the company's activities and financial status during the period in question. The RoC did not raise any objections but directed the company to file the required returns as per the Companies Act, 2013.

Issue 2: Activation of Company's Bank Account
The appeal also sought the activation of the company's bank account, which had been frozen due to the strike off notice. The tribunal considered the facts and circumstances of the case, along with the submissions made by the appellants and the Income Tax Department. The tribunal found it to be a fit case for the restoration of the company's name in the Register of Companies. The tribunal allowed the appeal, ordering the restoration of the company's name with specific directions for compliance. The company was directed to pay specified costs to various entities within a stipulated time frame. Additionally, the tribunal directed the company to fulfill all relevant statutory compliances within 30 days from the restoration of its name, including marking the DIN of directors as 'Active' and facilitating urgent addition of new directors if required, in accordance with applicable laws and previous court decisions.

Final Decision
The tribunal allowed the appeal, ordering the restoration of the company's name in the Register of Companies maintained by the RoC. The company was directed to comply with the provisions of the Companies Act, 2013, and pay specified costs within a set time frame. The tribunal emphasized the need for the company to fulfill all statutory compliances promptly after restoration. Certified copies of the order were to be communicated to the appellants, the Income Tax Department, and the Registrar of Companies, Jaipur for necessary action.