9911796707
TMI Blog2016 (8) TMI 391X X X X Extracts X X X X X X X X Extracts X X X X ..... ded to file an application before the Registrar of Companies, West Bengal, for striking off the name of Meghdoot from the Register, as investments made by Meghdoot had ceased to have any value, and were written off by the directors of Meghdoot. On the basis of the said application, the name of Meghdoot was struck off from the Register of Companies. According to the appellants, the value of investments written off by the Directors of Meghdoot rose and the economic position of the company changed subsequently. However, by that time the name of Meghdoot had already been struck out. Viswanath Agarwal, an erstwhile Director of Meghdoot, who had made the application for striking off the name of Meghdoot from the Register maintained by the Registrar of Companies, West Bengal, made an application before the learned Company Court under Section 560(6) of the Companies Act for orders directing the Registrar of Companies to restore the name of Meghdoot in the Register, in the same position as if its name had not been struck off. By an Order dated 13th November, 2014, the learned Company Court directed the Registrar of Companies, to restore the name of the company in the Register, in the lis ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... nvestment ought to have been given notice of the application under Section 560(6). No notice was issued to any creditor or shareholder of Meghdoot. The learned Company Court also held that since it was the Company which had applied to have its name struck off under the Easy Exit Scheme, the Company could not have applied under Section 560(6) after lapse of about 7 years. In our view, the learned Company Court rightly held that even though the word 'Company' in Section 560(6) of the Act may be given a wider meaning, it was not possible to accept that a Company whose name had been struck off on its own invitation, 6 or 7 years ago, should be permitted to apply under the said provision for the striking off to be undone. In such a situation, only a creditor or a shareholder of the Company could have applied, provided ofcourse the application was made within 20 years from the date on which the Company's name had been struck off. The learned Company Court rightly took note of the fact that the petition under Section 560(6) had not been filed by any shareholder or any creditor of the Company. had not even been filed by the Company. Accordingly, the Order dated 13th November, 2014 was r ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ngs before the Company Law Board, Calcutta and filed complaints before the Income Tax Department, Police Authorities and Serious Fraud Investigation Office (SFIO) against the misdeeds of the persons controlling Calcutta Investment, being the respondent No. 2. The application of Calcutta Investment for recalling the order dated 13th November, 2011 was by way of a counter blast. Mr. Banerjee argued that the application for restoration had been made by Viswanath Agarwal, an erstwhile Director of the company on whose application the name of the company had been struck off from the Register. Mr. Banerjee argued that the company was struck off under the Simplified Exit Scheme, Clause 9(ii) and 9(iii) whereof requires as follows :- (i) The company should give audited accounts for the year in which the application is made showing no assets and no liabilities. (ii) The application should be accompanied by an affidavit of at least two directors sworn before an Executive Magistrate, to the effect that the company had not carried on any business and had no assets or liabilities. Mr. Banerjee argued that, after the Company had been struck off, there could be no question of existence of the ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ment of law to give notice to any other shareholder. If notice to the respondent No. 2 were necessary, such notice should have been insisted upon when the company was struck off in 2007. The respondent No. 2 did not have any notice then. Mr. Banerjee argued that the learned Company Court erred in law in holding that notice had to be given to a shareholder for an application under Section 560(6) of the Companies Act, 1956. Section 560(6) does not require any notice to shareholders. Mr. Banerjee argued that the learned Company Court had gone beyond the scope and ambit of Section 560(6) of the Companies Act, 1956. The impugned order was therefore without jurisdiction and perverse. In Dasaprakash P. Ltd. Vs. Registrar of Companies reported in [2012] 175 Comp Cas 248 (Mad), a Single Bench of the Madras High Court held that a company voluntarily striking off its name from the Register of Companies under the first track scheme could not avail the benefit of restoration of its name under Section 560(6) since the provision was intended for the benefit of a company which felt aggrieved by the removal of its name from the Register of Companies. We agree with the view taken by the learned Si ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... rder dated 13th November, 2014 was a counterblast to the pending company petition before the Company Law Board and a mischievous attempt to prevent the Company Law Board from making an enquiry into the serious management oppression and criminal acts by persons in the management of Calcutta Investment. Mr. Banerjee also argued that the orders striking off the company was itself a nullity under the Specified Exit Scheme since Section 560 of the Companies Act does not allow a company to take the benefit of the Simplified Exit Scheme to have its own name struck off from the list of active Companies. All the benefits taken by a company under the said Simplified Exit Scheme were, therefore, a nullity. Mr. Banerjee argued that the provisions of the Companies Act, 1956 could not have been bypassed to take the benefit of the Simplified Exit Scheme to strike itself off. Mr. Banerjee finally argued that the definition of 'Company' under Section 560(6) would have to be given a wider meaning to include directors who were directors at the time of the company being struck off. Mr. S. N. Mukherjee, appearing on behalf of the respondent No. 2 submitted and rightly that the restoration Order dated ..... X X X X Extracts X X X X X X X X Extracts X X X X
|
