Tribunal orders restoration of struck-off company in Register of Companies

The Tribunal ordered the restoration of a struck-off company's name in the Register of Companies maintained by ROC, Gujarat (Dadra & Nagar Haveli). The company failed to file necessary returns due to miscommunication between the auditor and management, resulting in the strike-off. Despite ownership discrepancies and pending litigation over land ownership, the Tribunal ruled in favor of restoration to facilitate the continuation of pending litigations. The Registrar of Companies was directed to restore the company's name, with instructions for compliance and payment of costs for revival, limited to violations leading to the strike-off. Compliance would result in the issuance of an urgent certified copy of the order.

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Issues:
- Restoration of struck-off company's name in Register of Companies maintained by ROC, Gujarat (Dadra & Nagar Haveli).

Analysis:
1. The appeal was filed under Section 252(3) of the Companies Act, 2013 for the restoration of the name of a struck-off company, M/s. CineLink Multiplex Private Limited. The Registrar of Companies (ROC) struck off the company's name due to non-filing of Annual Returns and Financial statements since 2009-10, leading to a belief that the company was not in operation. The appellant company claimed that it failed to file returns due to miscommunication between the auditor and management, resulting in the company's name being struck off without notice.

2. The appellant company presented evidence of owning land worth &8377; 70,93,937.00 and an unsecured loan of &8377; 4,24,000. The company's auditor was appointed for compliance with statutory obligations but failed to file necessary returns. The appellant argued that the company's sole motive was not business operations but to utilize the land owned by the company. A Caveator opposed the restoration, claiming ownership of the land in question and pending litigation regarding the property.

3. The Tribunal noted discrepancies in the ownership of the land claimed by the appellant and the failure to file Financial Statements for F.Y. 2009-10. Despite these issues, the Tribunal acknowledged a pending matter before the High Court of Gujarat involving the appellant company, necessitating the restoration of the company's name to pursue the pending litigation. The Tribunal dismissed concerns that restoration would provide undue advantage and ruled in favor of restoring the company's name for the smooth continuation of pending litigations.

4. The Tribunal ordered the Registrar of Companies, Gujarat (Dadra & Nagar Haveli) to restore the company's name, directing the filing of pending statutory documents and payment of costs for revival. The appellant was instructed to ensure compliance with the order, and the ROC was directed to publish the order in the official Gazette. The restoration was limited to violations leading to the striking off of the company's name, allowing ROC to take further actions for any other violations committed by the company.

5. The Company Appeal was disposed of accordingly, with provisions for the issuance of an urgent certified copy of the order upon compliance with formalities.

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