Tribunal Orders Restoration of Company Name with Penalties for Non-Compliance

The Tribunal ordered the Registrar of Companies to restore the struck-off company's name in the Register of Companies, directing the company to file pending documents within 45 days and pay prescribed fees. A penalty of Rs. 25,000/- for each default year was imposed. The company had to ensure compliance, with the Registrar publishing the order in the Gazette. The appeal was disposed of, emphasizing restoration while penalizing non-compliance with filing obligations.

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Issues: Restoration of struck-off company in the Register of Companies

Analysis:
1. Issue of Non-Compliance: The application was filed under Section 252(3) of the Companies Act, 2013 for the restoration of the name of a struck-off company in the Register of Companies maintained by the ROC, Gwalior, Madhya Pradesh. The company failed to file its Annual Returns and Financial Statements since 31.03.2012, leading the Registrar of Companies to strike off the company's name on 26.05.2017.

2. Claim of Ongoing Operations: The applicant claimed that the company was always in operation and carrying on business, despite the non-filing of statutory returns. Financial Statements for the years ended 31.03.2016 and 31.03.2017 were presented as evidence. However, no satisfactory explanation was provided for the non-submission of statutory returns.

3. Consideration of Evidence: The Tribunal considered the submissions made by the applicant's counsel and the ROC report. It noted the negative surplus, long-term borrowings, current liabilities, turnover figures, and other financial aspects presented in the company's records. Despite the non-compliance, the Tribunal found merit in restoring the company's name in the Register of Companies.

4. Order for Restoration: The Tribunal ordered the Registrar of Companies, Gwalior, to restore the original status of the company as if the name had not been struck off. The company was directed to file all pending statutory documents within 45 days of restoration, along with prescribed fees. A cost of Rs. 25,000/- for each year of default was imposed, to be paid online within 30 days of the order.

5. Compliance and Publication: The company's representative was tasked with ensuring compliance with the order. Upon delivery of a certified copy of the order to the ROC, the Registrar was directed to publish the order in the official Gazette. The order clarified that it pertained to the specific violations leading to the striking off and would not prevent further legal actions for any other violations.

6. Disposition of Appeal: The Company Appeal was disposed of accordingly, with the provision for issuing an urgent certified copy of the order upon fulfilling all formalities. The judgment emphasized the restoration of the company's name while imposing costs for non-compliance with statutory filing requirements.

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