TMI Blog2024 (2) TMI 95X X X X Extracts X X X X X X X X Extracts X X X X ..... that the Hon ble Madras High Court Order dated 26.03.2018, relied upon by the Learned Company Secretary is only an Interim Order whereunder, the Hon ble Madras High Court has directed the matter to be posted after a period of 8 weeks. There are force in the contention of the Learned Counsel for the Respondent that in AMALRAJ BARNABAS VERSUS UNION OF INDIA, REPRESENTED BY ITS MINISTRY OF CORPORATE AFFAIRS, NEW DELHI; THE REGISTRAR OF COMPANIES, CHENNAI [ 2019 (11) TMI 1813 - MADRAS HIGH COURT] , it is held by the Hon ble High Court, that a Director can be appointed in any other Company without hindrance, once the CODS Scheme has been complied with and therefore the direction given by the Hon ble High Court in the Section 164 (2) (a) is distinctly different from any Notice / Direction issued under Section 248 of the Companies Act, 2013. Having regard to the nature of the business of the Appellant Company which provides Mental Healthcare Services to the Members of the Society apart from the fact that a bare perusal of the Financial Statements shows that the Company has Creditors and Loans and was in the process of setting up a Hospital, this Tribunal is of the considered view ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... n ble Madras High Court in the Writ Petition filed by the Appellant in WP No. 8590 / 2018 and WMP No. 10520 / 2018, which is reproduced as hereunder: The above lines asserts that the Hon ble High Court had exempted the aggrieved parties from utilizing Sec. 252 of the CA as a means of revival of the Company and has provided an exclusive alternative to the aggrieved party to use the CODS Scheme to revive the concerned Company by filing the respective Annual Financial Documents which was done by the Appellant. The Appellant also relies on the following paras in the Writ Petition filed by the Appellant in WP No. 8590 WMP No. 10520: `₹ 2 .. But curiously, the names of the companies in which the petitioners were Directors were struck off from the Register of Companies and a list of disqualified directors under Section 164(2) (a) of the Companies Act, 2013 has been issued by the Second respondent on 08.09.2017. Now the last date for filing the annual return has been extended from 29.11.2017 to 30.04.2018 under the condonation of delay scheme, 2018 ``Since a batch of Writ Petitions in W.P. Nos. 25455 25456 of 2017 etc., are pending on the same issue with int ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... 4 Siddhant Garg Anr. Vs. Registrar of Companies in (2012) 171 Comp. Cas.326: 5 M/s. Insys Instruments Systems (India) Pvt. Ltd. Vs. Registrar of Companies, Karnataka CA(AT) No. 231/2018: 6 Mihir Mohan Pyne Vs. Ministry of Corporate Affairs in W.P. No. 9561(W) of 2018 7 M Kumar Syntex Private Limited vs ROC, Delhi Haryana Ors in CA AT No. 141 of 2021 7. Mr. Avinash Krishnan Ravi, the Learned Counsel for the Respondent / RoC vehemently argued that the Appellant Company has not filed the Annual Returns and Financial Statements as per the provisions of the Companies Act, 2013, for the Financial Years 2010-11, 2011-12, 2012-13, 2013-14, 2014-15, 2015-16 2016-17 and thereby failed to follow the statutory compliance as provided under Section 92 (4) and Section 137 of the Companies Act, 2013 and additionally the Appellant Company also did not make any Application under Section 45 for obtaining the `Dominant Status . Such action of the Appellant gave a reason for the Respondent to believe that the Company was in-opera ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... duce the reliefs sought for by the Appellant Company in this Appeal. (Emphasis Supplied) 10. From the aforenoted reliefs prayed for in this Appeal, it can be clearly seen that the Appellant herein is seeking a direction to be allowed to file the remaining Financial Returns without being saddled with additional Fees and also to be allowed to Scan and Upload all the physically filed Returns of the Company till 2017. 11. The Learned Counsel Mr. Avinash Krishnan Ravi, appearing for the RoC drew our attention to the General Circular No.16 / 2017, issued by the Ministry of Corporate Affairs on 29.12.2017 with respect to the Condonation of Delay Scheme (CODS), 2018. A bare perusal of this Scheme shows that the Scheme is for defaulting Companies and their Directors, seeking an opportunity for the defaulting Companies to become compliant and normalise the Operations and it is specifically meant for an opportunity to be provided for the `Directors who are disqualified . The relevant portion is extracted as hereunder: ``Whereas, consequent upon notification of provisions of section 164(2), Ministry of Corporate Affairs (MCA) had launched a Company Law Settlement Scheme 201 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... rges / Fee as well as Late Charges / Fee, the Learned Company Secretary Mr. K. Gaurav Kumar has consented to comply with the same. Having regard to the nature of the business of the Appellant Company which provides Mental Healthcare Services to the Members of the Society apart from the fact that a bare perusal of the Financial Statements shows that the Company has Creditors and Loans and was in the process of setting up a Hospital, this `Tribunal is of the considered view that the ratio of the Three Judge Bench Judgment of the NCLAT, Principal Bench in CA (AT) No. 101 / 2021 can be made applicable to the facts of this case and therefore, this Appeal is Allowed and the Impugned Order is set aside with the following directions: (a) The Appellant shall pay cost of Rs.1 Lakh to the RoC, Chennai within 4 weeks from today; (b) After restoration of the Company s name in the Register maintained by the RoC, the Company shall file all their Annual Returns and Balance Sheets and shall pay the Requisite Charges / Fee as well as Late Charges/Fee, as applicable under Law within 4 weeks thereafter. (c) The RoC would be free to take any punitive steps or otherwise under the Companies A ..... X X X X Extracts X X X X X X X X Extracts X X X X
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