Appeal for Company Name Restoration Granted with Conditions

The appeal seeking restoration of a company's name in the ROC register was partially allowed by the Hon'ble Supreme Court. The company, facing financial constraints and resource scarcity, sought restoration under the Company Fresh Start Scheme. Despite exceeding the time limit for filing the appeal, the Court extended the limitation period due to the Covid-19 situation. The appellant was directed to comply with specified conditions, including filing overdue returns, publishing restoration notices, paying government fees, clearing tax dues, and ensuring regulatory compliance for the company's successful restoration in the ROC register.

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Issues: Restoration of Company Name in ROC Register

1. Grounds for Restoration:
The appellant, a member of the company, filed an appeal seeking restoration of the company's name in the Register of the Registrar of Companies (ROC) after the ROC struck off the name due to non-filing of financial statements and annual returns since 2005. The company was incorporated to conduct business but faced obstacles due to financial commitments and lack of resources, leading to no business operations post-incorporation.

2. Company Details and Purpose:
The company, M/s. Day Today Needs Pvt. Ltd., was incorporated in 2005 with a nominal share capital and intended to engage in manufacturing and trading activities. However, no business activities took place due to financial constraints and resource scarcity.

3. Restoration Purpose and Fresh Start Scheme:
The appellant sought restoration to avail benefits under the Company Fresh Start Scheme announced by the Ministry of Corporate Affairs during the Covid-19 pandemic. The objective was to file overdue returns and documents to safeguard the company's interests and comply with regulatory requirements.

4. Legal Timeline and Limitation Extension:
The company's name was struck off in 2017, and the appeal was filed in 2020, exceeding the stipulated time limit under Section 252(1) of the Companies Act, 2013. However, the Hon'ble Supreme Court's order extended the limitation period due to the Covid-19 situation, allowing for the appeal to be considered within the extended timeframe.

5. Judicial Orders and Binding Circulars:
The Hon'ble Supreme Court's orders on limitation extension were reiterated in subsequent judgments, emphasizing the binding nature of the extension across all courts and tribunals. The NCLT circular further clarified the applicability of the Supreme Court's order concerning limitation in matters within the NCLT's jurisdiction.

6. Restoration Conditions and Compliance:
The appeal was partially allowed, directing the ROC to restore the company's name upon the appellant's compliance with specified conditions. These conditions included filing overdue statutory returns, publishing restoration notices, paying a specified amount to the Central Government, clearing Income Tax dues, and ensuring compliance with all regulatory requirements.

7. Disposal of Appeal:
The appeal was disposed of with the directive for the company's restoration in the ROC register, subject to the appellant's fulfillment of the prescribed conditions within the specified timelines. Compliance with statutory obligations, payment of fees, and clearance of dues were essential for the successful restoration of the company's name.

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