2023 (3) TMI 247 - AT - Companies Law

Seeking restoration of the name of the Company in the Register maintained by the Registrar of Companies (RoC), NCT of Delhi and Haryana - HELD THAT - The Audited Balance sheets from Financial Year 2017-18 to 2018-19 as also the company repeatedly renewed Bank Guarantees for the project awarded to it by the Government of Odisha, as has a long-term loan of Rs. 29,96,000/- shows that the Appellant Company is having substantial movable as well as immovable assets. Therefore, it cannot be said that the Appellant Company is not carrying on any business or operations. Hence, the order passed by the National Company Law Tribunal (Cuttack Bench, Cuttack) as well as Registrar of Companies, Odisha is not sustainable in law. The name of the Company directed to be restored to the Register of Companies subject to the compliances imposed - application allowed.

Summary

Issues involved:
The judgment involves the restoration of a company's name in the Register maintained by the Registrar of Companies (RoC) u/s 421 of the Companies Act, 2013, after it was struck off by the RoC.

Details of the Judgment:

1. Background and Appeal Filing:
The Appellant, a Director and Shareholder of the company, filed an Appeal u/s 421 of the Companies Act, 2013, against the order of the National Company Law Tribunal (Cuttack Bench, Cuttack) dismissing the appeal for restoration of the company's name in the RoC register.

2. Facts Leading to Appeal:
The company, engaged in establishing a Small Hydro Electric Project, faced issues with land allotment despite having approvals and conducting business activities. The RoC struck off the company's name in 2019, triggering the appeal process.

3. Appellant's Arguments:
The Appellant contended that the company was a going concern awaiting land allotment for the project, emphasizing compliance efforts, and substantial investments planned for the project's development.

4. Registrar of Companies' Defense:
The RoC's decision to strike off the company's name was based on the continuous non-filing of statutory returns and the belief that the company was not operational for two preceding financial years.

5. Judgment and Rationale:
After reviewing the balance sheets, bank guarantees, and assets of the company, the Tribunal found that the company was indeed operational and had substantial assets, overturning the NCLT and RoC's decisions.

6. Order and Compliance:
The Tribunal set aside the impugned order, restoring the company's name in the register subject to compliance conditions, including payment of costs, filing of returns, and allowing RoC to take further steps for non-compliance.

7. Conclusion:
The Appeal was allowed, and the judgment was to be uploaded on the Tribunal's website and sent to the NCLT (Cuttack Bench, Cuttack) promptly.