2003 (10) TMI 401 - HC - Companies Law

Court Orders Restoration of Petitioner's Name in Register

Vijayawada Chamber of Commerce & Industry Versus Registrar of Non-trading Companies

The court allowed the petition, directing the respondent to restore the petitioner's name to the register as if it had never been struck off. The court ... Defunct Company Issues Involved:1. Restoration of the petitioner's name to the Registrar of Non-Trading Companies.2. Compliance with annual return submissions.3. Legal interpretation of relevant sections of the Companies Act, 1956 and the A.P. Non-Trading Companies Act, 1962.4. Validity of the Registrar's action in striking off the petitioner's name.Issue-Wise Detailed Analysis:1. Restoration of the petitioner's name to the Registrar of Non-Trading Companies:The petitioner, M/s. Vijayawada Chamber of Commerce & Industry, sought a direction to restore its name to the Registrar of Non-Trading Companies under section 560(6) of the Companies Act, 1956 read with Rule 9 of the Companies (Court) Rules, 1959. The petitioner was incorporated under the Companies Act, 1956 and the A.P. Non-Trading Companies Act, 1962. The main objects of the petitioner were to promote and protect trade, commerce, and industries in Andhra Pradesh. Despite being prompt in complying with statutory requirements, the petitioner's name was struck off due to a delay in filing annual returns for the year 2001.2. Compliance with annual return submissions:The petitioner submitted its annual returns and statements of accounts to the Registrar until March 2000. However, there was a delay in filing returns for the year 2001. When the petitioner filed returns for 2001 and 2002, it was informed that its name had been struck off and a final notice had been published in the A.P. Gazette. The petitioner argued that it had been in existence for 37 years and had never defaulted in filing annual returns. The respondent, however, claimed that the petitioner had not submitted annual returns from 1990 onwards, leading to the striking off.3. Legal interpretation of relevant sections of the Companies Act, 1956 and the A.P. Non-Trading Companies Act, 1962:The court analyzed sections 2 and 3 of the A.P. Non-Trading Companies Act, 1962, and section 3 of the Companies Act, 1956. Section 560 of the Companies Act, 1956 empowers the Registrar to strike off the name of a defunct company. The court examined the procedural requirements under section 560, including sending letters to the company, publishing notices in the Official Gazette, and allowing the company to show cause before striking off its name. The court noted that the petitioner had filed the present petition within the 20-year period allowed under section 560(6).4. Validity of the Registrar's action in striking off the petitioner's name:The court considered whether the Registrar's action in striking off the petitioner's name was justified. The petitioner claimed that it had been carrying on business and was in operation since its incorporation, and had submitted annual returns and statements of accounts, albeit belatedly. The court found that the petitioner had indeed been conducting its activities and had filed necessary documents to prove its operations. Consequently, the court concluded that the petitioner's name should be restored to the register.Conclusion:The court allowed the petition, directing the respondent to restore the petitioner's name to the register, treating it as if it had never been struck off. The court emphasized that the petitioner had been carrying on business and was in operation, and the delay in filing returns did not justify the striking off. The petition was filed within the permissible period, and the court was satisfied with the petitioner's compliance and continuous operations. No costs were awarded.