2022 (7) TMI 202 - AT - Companies Law

Company's Name Cannot Be Struck Off Due to Non-Filing of Annual Returns

The National Company Tribunal, Chennai, dismissed the Respondent's application to strike off the Applicant Company's name from the Register due to ... Condonation of delay in filing of Review Application - applicability of ingredients of Section 14 of the Limitation Act, 1963 - Striking off of the name of the Company by the Registrar of Companies - Non filing of annual returns for 15 years - ‘bona fide belief’ - since no business activity for such period - Section 252 (3) of the Companies Act, 2013 - HELD THAT:- This Tribunal relevantly points out that Section 14 of the Limitation Act, 1963 clearly envisages that the Legislature has enacted this Section to exclude a certain period covered by a Bonafide Litigant Activity - However, in the instant case, the Review Application in SR No.949 of 2019 filed by the Applicant / Appellant is not before the Tribunal without jurisdiction, to try the subject matter, in issue. In fact, the Applicant / Appellant has filed the Review Application seeking to annul the order dated 30.03.2021 passed by the Tribunal. A clear cut reading of the Section 14 of the Limitation Act, 1963 unerringly points out that the ingredients of Section 14 of the Limitation Act, 1963 applies only in relation to a matter in which the litigant projects his Application before the ‘Court’ / ‘Tribunal’ having no jurisdiction to entertain it, but also when the Applicant files the Application in certain Court / Tribunal in a wrong forum consequence of a bonafide mistake of Law or defect of Procedure. In view of the fact that Section 14 of the Limitation Act, 1963 applies to the Court / Tribunal whether the exclusion of time bonafide in Court / Tribunal without jurisdiction and in the instant Case, Review Application was filed before the National Company Law Tribunal, Division Bench-II, Chennai to review an earlier order in CA/1458/2018 passed on 30.01.2019, by no stretch of imagination, be said to be Tribunal possessing no jurisdiction, viewed in that light, the invocation of Section 14 of the Limitation Act, 1963 on behalf of the Applicant / Appellant sans merits. Appeal dismissed. Issues involved:1. Proceedings initiated for striking off the name of the company from the Register by the Respondent under Section 248 of the Companies Act, 2013.2. Filing of Application in National Company Tribunal under Section 252(3) of the Companies Act, 2013.3. Review Application filed before the National Company Law Tribunal, Division Bench - II, Chennai.4. Interpretation and application of Section 14 of the Limitation Act, 1963.5. Dismissal of the Condonation of Delay Application in the Instant Company Appeal.1. Proceedings under Section 248 of the Companies Act, 2013:The Respondent initiated proceedings to strike off the name of the Applicant Company from the Register, citing non-operation for two years. The National Company Tribunal, Chennai dismissed the Application filed by the Applicant, stating non-filing of Annual Returns for over 15 years.2. Filing of Application under Section 252(3) of the Companies Act, 2013:The Applicant moved to the National Company Law Tribunal, Chennai, instead of preferring an Appeal before the Appellate Tribunal, based on legal advice, against the Impugned Order dated 30.01.2019. The Review Application filed was dismissed on 30.03.2021.3. Review Application before the National Company Law Tribunal:The Review Application filed by the Applicant was dismissed by the National Company Law Tribunal, Division Bench - II, Chennai, as it sought to annul the previous order without demonstrating any self-evident error.4. Interpretation of Section 14 of the Limitation Act, 1963:The Applicant contended that the time spent in filing the Review Application should be excluded from the computation of the Limitation period under Section 14. However, the Tribunal clarified that Section 14 applies when an Application is filed in a wrong forum due to a bonafide mistake, which was not the case here.5. Dismissal of the Condonation of Delay Application:The Tribunal dismissed the Condonation of Delay Application, stating that the Review Application was filed before a Tribunal with jurisdiction, and therefore, the invocation of Section 14 of the Limitation Act, 1963 was without merit. Consequently, the Instant Company Appeal and the Condonation of Delay Application were both dismissed.This detailed analysis covers the issues involved in the judgment delivered by the National Company Law Appellate Tribunal, Chennai, addressing each aspect comprehensively and preserving the legal terminology used in the original text.