2021 (4) TMI 898 - Tri - Companies Law

Seeking a direction to the Registrar of Companies, Chennai (ROC), to restore the name of the Company in the Register of Companies - Section 252(1) of the Companies Act, 2013 - HELD THAT - It has been brought to the notice of this Tribunal that the applicant has not complied with filing of balance sheets and other statutory returns before the RoC. The Struck off Company is engaged in chit fund business. The cross-section of society is involved in the business considering the welfare of the chit fund deposits it is inevitable, that this company ought to be restored. The Registrar of companies, Chennai, the respondent herein, is ordered to restore the original status of the Applicant Company i.e. M/s. Guru Guberan Chits Private Limited as if the name of the company has not been struck off from the Register of Companies with resultant and consequential actions like changing status of Company from strike off to Active - Application allowed.

Issues:
Company Application filed under Section 252(1) of the Companies Act, 2013 seeking restoration of the company's name in the Register of Companies.

Detailed Analysis:

1. Background and Application Details:
The Company Application 337/2020 was filed under Section 252(1) of the Companies Act, 2013 by a Shareholder cum Director seeking restoration of the company's name in the Register of Companies. The company was incorporated for Chit Funds business but failed to file Annual Returns and Financial Statements, leading to its name being struck off by the Registrar of Companies (RoC).

2. Applicant's Grounds for Restoration:
The Applicant provided evidence to support the claim that the company was still operational, including Income Tax Acknowledgements, audited financial documents, and bank statements. The Applicant argued that the company was carrying on the business for which it was incorporated and deserved to be reinstated.

3. Registrar of Companies' Counter Affidavit:
The RoC mentioned that the company had not complied with statutory requirements since 2015-2016, leading to the belief that it was not in operation. Despite the company being dissolved, the RoC did not object to restoring its name but requested proof of ongoing business operations and pending filings.

4. Tribunal's Decision and Directions:
After reviewing the pleadings and documents, the Tribunal acknowledged the importance of the company's chit fund business for society and granted the restoration application. The Tribunal directed the RoC to restore the company's status from "strike off" to "Active" and ordered the filing of all pending statutory documents within 30 days of restoration. Additionally, a cost of ?1,00,000 was imposed for revival, along with other compliance measures.

5. Final Disposition:
The Tribunal disposed of the Company Application No. 337/2020, allowing the company's name to be restored with specific directions for compliance. The order emphasized that the restoration did not absolve the company from other violations or offenses committed before or during the striking off period.

6. Conclusion:
The Tribunal's comprehensive order addressed the procedural lapses, reinstating the company's name while ensuring future compliance with statutory requirements. The judgment balanced the interests of the company and regulatory compliance, providing a detailed framework for restoration and ongoing obligations.

7. Certification and Compliance:
The order concluded with provisions for issuing a certified copy of the judgment upon compliance with formalities, emphasizing the importance of adhering to the directives outlined in the restoration process.

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