9911796707
TMI Blog2003 (10) TMI 401X X X X Extracts X X X X X X X X Extracts X X X X ..... ner is a non-trading company. The liability of its members is limited. The petitioner has on its register rolls about 1200 members drawn from various industries. The membership is divided into panels, namely individual members, firm members, affiliated members, life members and industrial members. The petitioner used to look after the interest of its members in trade, commerce and industry, guide and assist them in the promotion of the trade, commerce and industry in the State of Andhra Pradesh. The petitioner is prompt and regular in complying with the requirements of the provisions of Andhra Pradesh Non-Trading Companies Act, 1962 r/w section 3 of the Non-Trading Companies Act, 1962. 4. It is submitted that the petitioner has submitted its annual returns, statement of accounts to the Registrar of Non-Trading Companies till March, 2000 and there was delay in filing the returns for the year 2001. When the petitioner filed its returns and statement of accounts for the years, 2001 and 2002, it is stated that the petitioner was informed that the name of the petitioner has been struck off from the register of the respondent and that a final notice has also been published in A.P. Ga ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... atements, the petitioner filed the minutes of the annual general meetings, including the latest minutes along with its reply. 9. Heard the learned counsel for the petitioner and the learned counsel for the respondent. 10. The learned counsel for the petitioner submits that the petitioner is a non-trading company registered under the A.P. Non-Trading Companies Act, 1962 and the Companies Act, 1956. Its activities are confined to the State of Andhra Pradesh. The petitioner was prompt and regular in submitting the annual returns, except for the last three years from 1998-2001, and even for the said year, the petitioner filed the annual returns on 7-2-2001. In support of this submission, the learned counsel produced the latest minutes of its management committee and also the annual general meetings conducted by the petitioner. The learned counsel for the petitioner submits that inasmuch as the petitioner has not stopped its business and is conducting its operations and is assisting trade and commerce and giving guidance to its members who are mostly engaged in trade and commerce in the State of Andhra Pradesh, the name of the petitioner should be ordered to be restored on the r ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... : ( i )the powers conferred on the Central Government by those provisions shall be exercisable and may be exercised by the State Government; ( ii )the State Government shall be competent by notification in the Andhra Pradesh Gazette, to delegate all or any of such powers to any subordinate officer or authority specified in the said notification; ( iii )the State Government shall have power by like notification to relax, omit, add to or vary any provisions of the aforesaid Central Act, in relation to companies to which this Act applies; ( iv )the powers, duties and functions of the Registrar under the said provisions shall be exercised, discharged and performed by such person as may be appointed by the State Government by name or by virtue of office to be the Registrar in relation to companies to which this Act applies." A reading of the aforementioned provisions of the Non-Trading Act, would disclose that even though the companies are incorporated under the said Act, the provisions of the Companies Act, insofar as applicable, apply to the said companies with respect to incorporation, regulation and winding up. 15. Section 3 of the Companies Act, 1956 defines compan ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... up, and any returns required to be made by the liquidator have not been made for a period of six consecutive months, the Registrar shall publish in the Official Gazette and send to the company or the liquidator if any, a like notice as is provided in sub-section (3). (5) At the expiry of the time mentioned in the notice referred to in sub-section (3) or (4), the Registrar may, unless cause to the contrary is previously shown by the company, strike its name off the register, and shall publish notice thereof in the Official Gazette, and on the publication in the Official Gazette of this notice, the company shall stand dissolved : Provided that ( a )the liability, if any, of every director, the managing agent, secretaries and treasurers, manager or other officer who was exercising any power of management, and of every member of the company, shall continue and may be enforced as if the company had not been dissolved; and ( b )nothing in this sub-section shall affect the power of the Court to wind up a company the name of which has been struck off the register. (6) If a company, or any member or creditor thereof, feels aggrieved by the company having been struck off the r ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... stating that the company is not carrying on business or in operation or does not receive any reply within one month after sending the second letter, under sub-section (3) thereof, he may publish the same in the Official Gazette and send a notice to the company that in the event he does not receive reply at the expiration of three months from the date of that notice, the name of the company will be struck off the register and the company dissolved unless cause is shown to the contrary. In case of a company which is being wound up and the Registrar has reasonable cause to believe either that no liquidator is acting or that the affairs of the company have completely been wound up and the returns required to be made by the liquidator have not been made for a period of six consecutive months, sub-section (4) empowers the Registrar to publish a like notice as provided in sub-section (3) and send the same to the company or the liquidator. Under sub-section (5), at the expiry of the time mentioned in sub-section (3) or (4), the Registrar may, unless cause to the contrary is previously shown by the company, strike its name off the register, and publish the notice in Official Gazette, and o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... , which is much before the expiry of twenty years, and having regard to the fact that the present Company Petition has been filed before the expiry of twenty years, as is mentioned under section 560(6) of the Act, the same can be entertained for the same is not barred by limitation, and before entertaining this Company Petition, it is imperative that this Court should satisfy itself as to whether the petitioner was, in fact, carrying on business and was in operation uninterruptedly since its incorporation. 18. Though the petitioner claimed that it has been carrying on business and was in operation since its incorporation and was submitting the annual returns and statement of accounts to the respondent promptly and regularly since 1990, it is its admitted case that it had not filed annual returns and statement of account for three years from 1998-99 to 2000-01. And inasmuch as the petitioner failed to submit the annual returns and statement of accounts, the respondent passed orders striking off the name of the petitioner from the rolls of the register of the respondent and also published the final notice in the A.P. Gazette vide Notification No. 37 Page No. 139, dated 14-9-200 ..... X X X X Extracts X X X X X X X X Extracts X X X X
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