Restoration of struck-off company name conditional on pending filings, statutory compliance and costs under company law

A company whose name was struck off for non-filing of annual returns and balance sheets may be restored under section 560(6) if it is functional and restoration serves the interests of justice. The Court accepted presumed service of statutory notices from the registered office record and noted that compliance responsibility remained with management even where professionals handled filings. Restoration was allowed within the statutory period, but the Court treated the company's casual non-compliance as warranting exemplary costs and directed filing of all outstanding statutory returns, balance sheets, fees and formalities before restoration took effect.

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Issues: Whether the petitioner company's name, once struck off from the Register of Companies under section 560 of the Companies Act, 1956, should be restored under section 560(6), and whether such restoration could be made conditional upon compliance with outstanding statutory filings and payment of costs.

Analysis: The company had been struck off for persistent non-filing of annual returns and balance sheets. The Court accepted that service of the statutory notices could be presumed from the correct registered office address on record. It also noted that the company was functional and had been active since incorporation, but emphasised that responsibility for statutory compliance remained with the management even if filing work had been entrusted to professionals. At the same time, the petition was filed within the prescribed twenty-year period and restoration was considered consistent with the object of section 560(6), namely to enable revival where the interests of justice so require. The Court further held that the circumstances disclosed casual and irresponsible conduct, warranting exemplary costs and directions for filing all pending statutory documents before restoration took effect.

Conclusion: Restoration of the company's name to the Register was allowed, but only on payment of costs and on filing all outstanding statutory returns and balance sheets with the requisite fees and formalities.

Ratio Decidendi: A company whose name has been struck off under section 560 may be restored under section 560(6) where it is functional and restoration is in the interests of justice, but the Court may make restoration conditional upon full compliance with pending statutory obligations and payment of appropriate costs.

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