Company's Name Restored in Register after Compliance Order

The Tribunal ordered the restoration of the Appellant Company's name in the Register of Companies under Section 252 of the Companies Act, 2013. The company, facing internal issues and fraud leading to non-compliance and strike-off, was directed to submit pending documents, pay costs to PM CARES FUND, and ensure statutory compliance within set timelines. The restoration allowed for filing Annual Returns and Financial Statements, with restrictions on asset disposal until all requirements were met. The Tribunal's decision, issued on January 8, 2021, provided detailed directions for restoration and compliance, maintaining RoC's authority for further actions if needed.

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Issues:
- Restoration of company name in Register of Companies under Section 252 of Companies Act, 2013.

Analysis:
1. The appeal was filed by the Appellant Company seeking restoration of its name in the Register of Companies maintained by the Registrar of Companies, Kochi, under Section 252 of the Companies Act, 2013. The company was incorporated in 2012 and engaged in information technology services.

2. The Appellant Company highlighted that it was active until September 2016, after which it faced internal issues due to fraud and criminal activities by employees, leading to a halt in operations. The accused individuals also took control of the company, causing a deadlock in the Board's functioning.

3. The Appellant Company failed to file Financial Statements and Annual Returns post-2015 due to the mentioned fraudulent activities and financial constraints. Consequently, the company defaulted on its liabilities and compliance issues, leading to its name being struck off the Register of Companies.

4. The Registrar of Companies (RoC) justified the strike-off action, citing non-compliance with filing requirements under Sections 92 and 137 of the Companies Act, 2013. The RoC diligently followed the process for strike-off, including issuing notices and publishing in official gazettes.

5. The Tribunal, after considering the appeal, provisions of the Companies Act, 2013, and the RoC report, deemed it just to order the restoration of the company's name in the Register of Companies. The Tribunal directed the RoC to restore the company's status to 'Active,' allowing for filing of Annual Returns and Financial Statements.

6. The Tribunal imposed conditions for restoration, including submission of pending documents, payment of costs to PM CARES FUND, and compliance with statutory requirements within specified timelines. The company was also prohibited from disposing of assets until all compliances were met.

7. The Tribunal's order did not limit the RoC's power to take action against the company and its directors for any alleged late filings or non-compliances. The judgment was delivered on January 8, 2021, disposing of the Company Appeal No. CA/72/KOB/2020 with detailed directions for restoration and compliance.

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