Pesto Minochem Private Limited vs Registrar of Companies

Sujoy Paul, J.—This company petition is filed u/s 560(6) of the Companies Act, 1956 (for short, "1956 Act") for restoration of the name of company with the Registrar of the Companies.

The petitioner-company was registered and incorporated under the provisions of 1956 Act. The registered office of the company is situated at Ram Katora, Sendhwa, District Khargone (MP). The authorized capital of the company is Rs. 2,00,000/- divided into 2000 equity shares of Rs. 100/- each. The company was carrying on the business mentioned in para 4(a) to (c) of the petition.

It is stated that the company is ready to file pending statutory returns with delay filing fees as per the Act. It is further stated that company is in good financial condition and has sufficient working capital and it cannot be treated as defunct in terms of the Companies Act. It is further stated that no notice under sub-section (2) & (3) of Section 560 was served on the petitioner before treating the petitioner as a defunct company. The company is in operation and regularly conducting the Board. Section 560(6) of the Companies Act reads as under:-

If a company, or any member or creditor thereof feels aggrieved by the company having been struck off the register, the Tribunal, on an application made by the Company Member or Creditor before the expiry of Twenty years from the publication in the official Gazette of the notice aforesaid, may, if satisfied that the company was at the time of the striking off, carrying on business or in operation or otherwise, that it is just that the company be restored to the register; and the Tribunal may by the order, give such direction and make such provisions as seem just for placing the company and all other persons in the same position as nearly as may be as if the name of the company had not been struck off.

As per the aforesaid provision even after striking off of the name of the Company by the Registrar of Companies, the Company can make an application within twenty years from the date of publication of notice in the official Gazette about striking off of the name of the Company and if such application is filed in the Court, the Court may direct restoration of the name of the company.

Shri Chetan Kanoongo, learned counsel for the respondent has taken a stand in the reply that it has no objection in restoring the name of the company. However, it is prayed that the company be directed to file its pending balance sheet and annual returns as per requirement of 1956 Act.

This Court in the case of Bhogilal Chimanlal Vs. Registrar Joint Stock Companies and Others, and in In the Matter of Companies Act, 1956 (6) and in the matter of Indian Gasohol Ltd. Vs. The Registrar of Companies, has held that the Court can order restoration of name of the company removed from the register, if it finds that it was, at the time of the order, doing business or was in operation or on the ground that it is just to do so.

In the present case, as per the stand of the petitioner, the company is still doing business. The company has assets and liabilities.

Accordingly, I deem it proper to restore the name of the company with the Registrar of the Companies subject to petitioner''s filing annual return and balance sheets of past years and curing other defaults, if any, pointed out by the respondent. This will not cause any prejudice to anyone including the creditors or shareholders.

Accordingly, Petition is allowed partly to the extent indicated above. No costs.