Company Restored Post Non-Compliance Ruling Upheld for Stakeholder Protection

The National Company Law Tribunal ordered the restoration of 'M/s Trinity Combine Associate Pvt. Ltd.' after it was struck off from the Register of Companies, citing non-compliance with Section 248 of the Companies Act, 2013. The Tribunal justified restoration based on pending litigations involving the company and its management, following legal precedents supporting restoration in similar cases. The Appellate Tribunal upheld the restoration order, emphasizing the need to safeguard the interests of the company and stakeholders. The appeal was dismissed without costs awarded.

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Issues:
1. Restoration of a company struck off from the Register of Companies under Section 248 of the Companies Act, 2013.
2. Jurisdiction of the Tribunal to order restoration based on Section 252(3) of the Act.
3. Grounds for restoration: existence of pending litigations involving the company and its management.
4. Applicability of legal precedents in similar cases to justify restoration.

Issue 1: Restoration of a company struck off under Section 248:
The case involved the striking off of 'M/s Trinity Combine Associate Pvt. Ltd.' from the Register of Companies by the Registrar of Companies due to non-filing of Annual Returns and Financial Statements. The National Company Law Tribunal ordered the restoration of the company, citing that it had not been struck off in accordance with Section 248 of the Companies Act, 2013.

Issue 2: Jurisdiction under Section 252(3) of the Act:
Section 252(3) provides two conditions for the Tribunal to order restoration of a company: (i) the company was carrying on business at the time of striking off, or (ii) it is otherwise just to restore the name. The Tribunal may give directions to place the company and stakeholders in the same position as before the strike-off.

Issue 3: Grounds for restoration based on pending litigations:
The Tribunal considered the existence of pending litigations against the company and its management as a just ground for restoration. The Tribunal noted that the litigation's continuity would be affected by striking off the company's name, and the restoration was in the interest of stakeholders, including the appellants seeking restoration.

Issue 4: Applicability of legal precedents:
The Tribunal referred to legal precedents, including a judgment by the National Company Law Appellate Tribunal and a ruling by the High Court of Madhya Pradesh, to support the restoration decision. The precedents highlighted that restoration may be appropriate when a company is involved in contested litigation at the time of strike-off, and the directors are actively participating in the legal proceedings.

In conclusion, the Appellate Tribunal upheld the restoration order, finding that the impugned order did not have any legal infirmity. The decision was based on the existence of pending litigations involving the company and its management, which justified the restoration to safeguard the interests of the company and stakeholders. The appeal was dismissed, and no costs were awarded.

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