TaxTMI 
TaxTMI 
2018 (6) TMI 949
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....pellant had informed on 20th February, 2017 that the Directors of the Applicant Company were in the process of winding up and they will comply with the statutory requirements for the same. The appellant claims that it was mislead by an online portal "Vakil Search" that it was not mandatory to file Annual Returns and thus there was default. Appellant filed application under Section 252 of the Companies Act, 2013 to restore the company on just an equitable cause but the NCLT vide impugned order dated 26th February, 2018 dismissed the petition. Thus this appeal. 2. Counsel for the appellant has been heard. The respondent ROC remained absent in spite of service of notice. 3. Counsel for appellant referred to the copy of the Company Petiti....
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....ust that the name of the company should be restored to the register of companies then the NCLT should have allowed the name of the appellant company to be restored. She claimed that the appellant had given reasons in NCLT that the appellant wanted the company to be restored so that it could comply with the winding up procedure and the company could have an honourable exit. 4. We have gone through the impugned order. The NCLT has in details recorded in initial part of its judgment the pleadings made by the appellant/petitioner. (We wish the concerned NCLT at Bangaluru Bench will give at least paragraph numbers in the Judgment so that reference would be easy). At page 3 of the certified copy of the impugned order the learned NCLT referred ....
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.... as Annexures III & IV respectively. iii.) In the said notice STK-1 that was sent to the company and the directors of the company, it was mentioned that the petitioner company was not carrying on business or operation for a period of two immediately preceding financial years and that the company has not applied u/s 455 of the Act and that the respondent proposes to strike off the name of the company from the Register of company as per Sec 248 of the Act unless a cause is shown to the contrary within 30 days from the date of receipt of the STK-1 notices. iv.) It is submitted that a consolidated notice in STK-5 in English and Hindi was released as per Rule 7 of the Companies (Removal of name of Companies from the Register of....
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....07.2017 is shown as Annexure-X. vi.) It is stated in the petition that the applicant company was a non-functional company at the time of strike off and that it wants the company to be revived only for the purpose of winding up of the company. vii.) The Petitioner has prayed that the name company be restored to the Register of Companies under section 252 of the Act. Subject to the satisfaction of this Hon'ble Tribunal and in the event of this Hon'ble Tribunal willing to revive the Company, then the Respondent humbly prays that this Hon'ble Tribunal may kindly, a) Direct the petitioner to undertake to file the overdue returns upto date within 30 days in the MCA 21 Portal from the date of the order of NCLT reviving t....
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....re in the process of closure. It is further stated that the petitioner company had commenced its product development activity immediately after incorporation until June 2013, but could not generate any revenue and was not conducting business thereafter. The Board therefore decided to wind up the company since there was no potential for business. It is also mentioned that the bank account maintained with HDFC Bank was also closed as on 31.03.2016. As per the Profit and Loss Account for the year 2016-17, the Company has not done any business and has incurred certain expenditure towards travelling expenses, audit fee etc. of Rs. 45,875/- and the Company has no fixed assets nor any noncurrent and current assets, except cash balance of ....
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....ompany was to be allowed only for the purpose of winding up, it would defeat the very purpose of striking off the company. It also found that the appellant/petitioner had no assets other than nominal cash balance in the current liabilities and there was no justification for restoring the name of the company. 6. The learned counsel for the appellant vehemently argued that the company was mislead that filing of returns was not necessary due to advice received from the online portal copy of which has been filed with the appeal at page 90. We find that this cannot be an excuse for non-filing of the financial statements and returns. We do not find that there is any error in the judgment of the NCLT where it observes that just for going throug....