Judgment Order company appeal/petition under Section 252(3) of Companies Act, 2013 before the NCLT, Kolkata in the matter of M/s Horizon Ispat Company Private Limited

NCLT had dismissed application u/s 252 for revival of the company on the ground that company was not carrying any business or operation. The company was owning a property ad measuring 4.65 acres at Jalpaiguri and was in process of executing real estate projects. However, it was not generating any income for quite some time.

NCLAT referred to provisions of Section 248(6) of Companies Act, 2013 which provide that before striking off the name of the company ROC should satisfy himself that sufficient provision has been made for any amount due to the company and for any amount payable by the company and if necessary obtain undertaking from the Directors of the company. NCLAT quashed the order of NCLT and directed ROC to restore the name of the company. NCLAT also imposed a cost of Rs one lac in appellant to be paid to ROC.

The main issue raised by the appellants that they are regularly filing the statutory returns and there were some internal disputes between both the directors and when the disputes were resolved, it was brought to their notice about non-filing of statutory returns with the ROC. When they approach the ROC they came to know the fact of striking off the name of the company and they filed the appeal/petition before the NCLT. Appellant stated that non filing of statutory returns and balance sheets is neither deliberate nor intentional on the part of the company.

Filed petition/appeal before the NCLT stating that the company is going concern and they have valuable assets, long terms loan and advances and filed petition/appeal under Section 252(3) of the Act. If the appellants had pleaded it before the ROC, then the ROC before striking off the name of the company under Section 248(5), would have considered the pleas now taken under Section 248(6) of the Companies Act, 2013. The appellants have now filed with this appeal the Balance Sheets for the years 2014, 2015 and 2016 which they could not file with ROC as the company name was struck off. Seeing the balance sheets and the company’s huge investment which the company is having since 2011 and there are large amount of the loan and advances, it is possible that creditors could also be aggrieved persons, feeling aggrieved of company’s name being struck off, may file an application for restoration of company’s name, if its name is not restored. Thus it would be just and equitable to restore the name of the company to even avoid further legal proceedings.

As per Section 252 of the Companies Act, 2013 a struck off company can be restored only on the direction of the NCLT within a period of three years from the date of the order of the ROC.

Final order Received for revival of Company that shall be restored to the Register of Companies subject to the following compliances:

(ii) Appellants shall pay costs of Rs.1 lac to the Register of Companies within 30 days.

(iii) Within 30 days’ of restoration of the company’s name in the register maintained by the Registrar of Companies, the company will file all their annual returns and balance sheets due for the period ending 31.3.2014 to date. The company will also pay requisite charges/fee as well as late fee/charges as applicable.

iv) Inspite of present orders, ROC will be free to take any other steps, punitive or otherwise under the Companies Act, 2013 for non-filing/late filing of statutory returns/documents against the company and directors

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