Tribunal restores struck-off company, compliance essential for reinstatement

The Tribunal granted the Company Petition for restoration of the struck-off company's name under Section 252 of the Companies Act, 2013. The company, with remaining assets and liabilities, was directed to file pending documents within 45 days, pay a restoration cost of Rs. 50,000, and comply with specified directions. The Registrar of Companies was instructed to change the company's status to 'Active.' The order emphasized that compliance with the directions was necessary for the restoration, without absolving the company from potential future regulatory actions. The Company Petition was disposed of, with the order circulated to relevant parties.

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Issues:
Company Petition filed for restoration of name of struck off company under Section 252(3) of the Companies Act, 2013.

Analysis:
1. The petitioner, a shareholder of the struck-off company, filed a Company Petition seeking restoration of the company's name in the Registrar of Companies, West Bengal. The company was struck off due to non-filing of Financial Statements and Annual Returns for multiple financial years.

2. The struck-off company, despite the inadvertent mistake by the management, still possesses assets and liabilities. The company has assets amounting to Rs. 12,29,721.00, an unsecured loan of Rs. 18,71,348.70, and current liabilities of Rs. 10,000.00. It was argued that keeping the company struck off would be unfair to creditors and the company itself.

3. The Registrar of Companies, West Bengal, in its report, confirmed that the company was struck off after complying with the provisions of Section 248 of the Companies Act, 2013. However, the RoC did not object to the application for restoration, indicating no legal impediment to the restoration.

4. The Tribunal, after reviewing the application and the RoC report, found merit in restoring the name of the struck-off company to the register. The Tribunal exercised its powers under Section 252 of the Companies Act, 2013, and allowed the petition with specific directions.

5. The key directions included instructing the RoC to restore the company's status from 'struck off' to 'Active', requiring the company to file all pending statutory documents within 45 days of restoration, imposing a cost of Rs. 50,000 for restoration, and mandating the delivery of a certified copy of the order to the RoC.

6. The restoration of the company's name was contingent upon compliance with the prescribed directions within specified timelines. The Tribunal clarified that the order was limited to the mentioned violations and would not preclude further actions by the RoC for any other violations committed by the company.

7. The Company Petition was disposed of, and the Registry was directed to circulate copies of the order to all relevant parties. Additionally, urgent certified copies of the order were to be issued upon completion of formalities.

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