2021 (5) TMI 543 - Tri - Companies Law

Restoration of 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. However, based on the documents and pleadings, the petition is allowed. Application admitted - Registrar of companies, Chennai, the respondent herein, is ordered to restore the original status of the Applicant Company - petition allowed.

Issues:
- Restoration of company name in the Register of Companies
- Compliance with statutory requirements for filing returns and financial statements
- Proof of company's active functioning during default period
- Payment of cost for revival of the company

Restoration of Company Name in the Register of Companies:
The Company Petition CP/40(CHE)/2021 was filed under Section 252(1) of the Companies Act, 2013 by the shareholders seeking restoration of the company's name in the Register of Companies. The company had failed to file its Annual Returns and Financial Statements for multiple financial years, leading to its name being struck off from the register by the Registrar of Companies, Chennai. The applicant argued that the company was carrying on its business and provided evidence to support this claim, including Income Tax Acknowledgements, audited financial documents, and bank statements. After considering the pleadings and documents, the Tribunal ordered the restoration of the company's name and directed the Registrar to change the status of the company from "strike off" to "Active."

Compliance with Statutory Requirements:
The Registrar of Companies, Chennai, had initiated action under Section 248 of the Companies Act, 2013, leading to the dissolution of the company. The Registrar highlighted the company's failure to comply with statutory and procedural requirements, such as filing statutory returns and following the provisions of Section 455 regarding dormant companies. The Tribunal acknowledged the non-compliance but still admitted the Company Petition, emphasizing the need for the company to file all pending statutory documents, including Financial Statements and Annual Returns, within 30 days of the restoration of its name on the Register of Companies.

Proof of Company's Active Functioning:
The Registrar of Companies challenged the applicant's claim of the company's active functioning during the default period, despite the submission of Income Tax Returns Acknowledgement for certain years. The Tribunal directed the company to prove its business operations and file all pending documents to demonstrate its compliance with statutory requirements. The restoration of the company's name was contingent upon these actions, ensuring that the company was actively functioning and meeting its obligations.

Payment of Cost for Revival of the Company:
As part of the restoration process, the Tribunal ordered the payment of a cost of ?50,000 for the revival of the company. The company was directed to make this payment through online means and provide proof of payment to the Registrar of Companies, Chennai. Additionally, the company's representative was tasked with ensuring compliance with the Tribunal's order, including the payment of the prescribed cost and filing of all pending documents within the specified timeline.

In conclusion, the Tribunal disposed of Company Petition 40(CHE)/2021, outlining detailed directions for the restoration of the company's name, compliance with statutory requirements, proof of active functioning, and the payment of the revival cost. The order emphasized the need for the company to rectify its non-compliance issues and fulfill all obligations to maintain its status as an active entity under the Companies Act, 2013.

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