TaxTMI 
TaxTMI 
2026 (9) TMI 1431
X X X X Extracts X X X X
X X X X Extracts X X X X
....t to the impugned order is from the perspective that the learned Tribunal's directions to restore the registration of the Appellant's Company, subject to the payment of cost of Rs. 10, 00,000/-made to be payable to the Registrar of Companies, is absolutely irrational and non-justified, apart from being exorbitant and without there being any sound and rational reasoning behind it. The Appellant argues that the imposition of exemplary cost on the ground that the Appellant Company has not filed the statutory filing, including the balance sheets, annual returns and income tax returns, since its incorporation, and therefore, it has been treated as to be a serious lapse of non-compliance on part of the Appellant. It was held by the Tribunal that imposition of cost of Rs. 10,00,000was justified. 3. The Appellant Company got its incorporation under the name and style of M/s Ganton Aviation Private Limited. The said incorporation of the appellant company took place as far back, as on 07.09.2011. Later on, the Company, as it stood incorporated, got its name changed as per law to M/s Ganton Projects Private Limited, the name with which it is standing as of now. It chanced so that a proceed....
X X X X Extracts X X X X
X X X X Extracts X X X X
....ince the Appellant Company has assets standing in its name, in all legal rights in the immovable property, therefore, the Appellant Company needs to be restored. 6. It was the case of the Appellant that, owing to the aforesaid Order dated 16.12.2011, passed by the High Court, there happens to be pending execution proceedings, being EX-Execution No.124/2017 titled "Anova Infracon Pvt. Ltd. & Anr. vs. M/s Ganton Limited & Anr." in which the Appellant is a judgment debtor, and hence, it would be just to restore the name of the Appellant Company. Accordingly, learned Tribunal found it to be justified to restore the registration of the Appellant Company into the register of the companies. However, owing to the Appellant's default and dereliction in the performance of its statutory functions, the Tribunal had imposed an exemplary cost of Rs. 10,00,000 for the aggregate years of default committed by the Appellant, since the year of its incorporation. 7. The Appellant had challenged the Order on the ground that, the Order itself happens to be bad because the imposition of exemplary Cost of Rs. 10,00,000, while granting restoration of the Appellant Company in the Register of Companies....
X X X X Extracts X X X X
X X X X Extracts X X X X
....nal directs otherwise; and (d) the company shall file pending financial statements and annual returns with the Registrar and comply with the requirements of the Companies Act, 2013 and rules made thereunder within such time as may be directed by the Tribunal." 10. Sub-clause (c) of Sub-Rule 4 of Rule 1 of Rule 87A prescribes, that the Tribunal may, while directing the restoring of the name of the Company into the Register, may direct to pay to the Registrar of Companies his cost that has occasioned by way of the Appeal or application, unless the Tribunal directs otherwise. If we see the cost component as prescribed under the aforesaid provision, it almost takes the shape of being of a penal consequence, as payment to the Registrar of Companies has been observed to be in the shape of a 'cost', which in itself, in the light of the provisions contained under Section 35 of the CPC, would be having a penal consequence. If that be the situation, the Adjudicatory Body which decides an Appeal under Sub-Section 3 of Section 252 of the Companies Act, 2013, directing for restoring the name of the Company in Register of Companies maintained by RoC, has had to act rationally while i....
X X X X Extracts X X X X
X X X X Extracts X X X X
....ts.... (iv) In the event of the petitioners and/or their nominees fail to comply with and make payment to YEIDA on or before 04.02.2012, petitioners and/or its subsidiary-nominee shall pay to the respondent a sum of Rs.1.0 crore in lieu of all or every claim of the respondent, and shall forfeit all the rights of the petitioner and/or its subsidiary nominee by or under or in the joint venture agreement dated 27.12.2010 and the land in question." 13. It is because of the reason that, despite the Appellant being a Judgment Debtor and the name of the Company having been struck off on 07.06.2017, coupled with the fact that an Order dated 16.08.2024 has already been placed on record to substantiate, that the matter is pending before the District and Session Court, South Saket, New Delhi, where the execution proceedings are pending, arising from the Orders of the High Court, but since the name of the Appellant has been struck off in the Register of Companies, it was becoming difficult for the Appellant to defend itself in those proceedings. 14. Owing to the fact that legally when a litigation is pending by or against the Company, normally it has been propagated by judicial ....