Department Of Income Tax vs Registrar Of Companies, Gujarat And Ors

Virendra Kumar Gupta, Member (T)

This Application is filed by the Income Tax Department u/s 252(3) of the Companies Act, 2013 for restoration of the name of the Respondent in the Register of Company maintained by Registrar of Companies (ROC) Gujarat.

At the very outset, we sought a clarification from the learned counsel appearing on behalf of the Income Tax Department as regard to time available for completion of Assessment/Re-assessment proceedings in terms of relevant provisions of Income Tax Act, 1961. The learned counsel replied that there was a outstanding demand of Rs. 13,58,110/- (Thirteen Lakhs fifty eight thousand one hundred ten rupees only) for Assessment Year 2010- 2011. It was also submitted that amount of penalty was also due. It was further contended that due to striking off the name of the Company such recovery could not be made.

Report of the ROC on record wherein it has been prayed that name of the Company may be restored based the material on record and suitable penalty/fine may be imposed for non-compliances of the provisions of the Companies Act, 2013 by the Company/its Directors.

Considering this factual position, we restore the name of the Company in the Register of Companies maintained by Registrar of Companies (ROC) Gujarat, for the limited purpose of recovery of outstanding demand as mentioned in the Application filed by the Department.

We further observe that since the name of the Company has been restored for this limited purpose, hence, Company is directed to file Financial Statements/ Annual Returns for the period of default without any fee/cost and ROC is directed to revive the name of the company accordingly. We also consider it pertinent to mention that ROC should send a notice to the Income Tax Department prior to striking of the name of the Company in such types of cases so that such situation can be avoided.

We further hold that the name of the Company shall remain in Register of Companies till the completion of recovery proceedings by the Income Tax Department and as soon as the same is done, the Income Tax Department shall inform the Register of Companies within a period of 30 days there from.

We further order as under:

ORDER

(a) The Registrar of Companies, Gujarat the Respondent No-1, herein, is ordered to restore the name of the Company as if the name of the Company has not been struck off from such Register.

(b) Consequently, the Registrar of Companies, Gujarat is hereby directed to restore the name of company in its register, however, subject to compliance of the following directions/conditions by the Applicant/R-2 Company.

(i) To file all the pending statutory returns electronically as provided under various provisions of the Companies Act, 1956/ Companies Act, 2013 within a period of 30 days from the date of this order.

(ii) The Applicant is permitted to deliver a certified copy of this order with ROC within fourteen days from of the date of receipt of this order;

(c) On such delivery and after duly complying with above directions, the Registrar of Companies, Gujarat is directed to, on his office name and seal, publish the order in the official Gazette;

(d) This order is confined to the violations, which ultimately leads to the impugned action of striking off the name of the Company, and it will not come in the way of ROC to take appropriate actions (s) in accordance with law, for any other violations/offences, if any, committed by the Applicant Company prior or during the striking off of the company.

The Application is disposed of accordingly.

Urgent certified copy of this order, if applied for, be issued upon compliance with all requisite formalities.