Power of Registrar to Remove Name of Company from Register of Companies| section 248 company act 2013
Section 248
Section 248 provides that Where the Registrar has reasonable cause to believe that—
(a) a company has failed to commence its business within one year of its incorporation [or];
(b) [Omitted].
(c) a company is not carrying on any business or operation for a period of two immediately preceding financial years and has not made any application within such period for obtaining the status of a dormant company under .
Nothing shall apply to a company registered under section 8.The Register of Companies shall send a notice to the company and all the directors of the company to remove the name of the company from the register of companies and requesting them to send their representations along with copies of the relevant documents within a period of thirty days from the date of the notice.
A company may, after extinguishing all its liabilities, by a special resolution file an application in the prescribed manner to the Registrar for removing the name of the company from the register of companies on all or any of the grounds specified above.
The Registrar shall on receipt of application serve a public notice. In the case of a company regulated under a special Act, approval of the regulatory body constituted or established under that Act shall also be obtained and enclosed with the application.
A notice issued shall be published in the prescribed manner and also in the Official Gazette for the information of the general public.
At the expiry of the time mentioned in the notice, the Registrar may, unless cause to the contrary is shown by the company, strike off its name from the register of companies, and shall publish notice thereof in the Official Gazette, and on the publication in the Official Gazette of this notice, the company shall stand dissolved.
The Registrar before passing an order shall satisfy himself that sufficient provision has been made for the realisation of all amount due to the company and for the payment or discharge of its liabilities and obligations by the company within a reasonable time and, if necessary, obtain necessary undertakings from the managing director, director or other persons in charge of the management of the company.
Nothing in this section shall affect the power of the Tribunal to wind up a company the name of which has been struck off from the register of companies.
Removal of name of company from the Register on Suo Motu basis
The following categories of companies shall not be removed from the register of companies –
(i) listed companies;
(ii) companies that have been delisted due to non-compliance of listing regulations or listing agreement or any other statutory laws;
(iii) vanishing companies;
(iv) companies where inspection or investigation is ordered and being carried out or actions on such order are yet to be taken up or were completed but prosecutions arising out of such inspection or investigation are pending in the Court;
(v) companies where notices under section 234 of the Companies Act, 1956 (1 of 1956) or section 206 or section 207 of the Act have been issued by the Registrar or Inspector and reply thereto is pending or report under section 208 has not yet been submitted or follow up of instructions on report under section 208 is pending or where any prosecution arising out of such inquiry or scrutiny, if any, is pending with the Court;
(vi) companies against which any prosecution for an offence is pending in any court;
(vii) companies whose application for compounding is pending before the competent authority for compounding the offences committed by the company or any of its officers in default;
(viii) companies, which have accepted public deposits which are either outstanding or the company is in default in repayment of the same;
(ix) companies having charges which are pending for satisfaction; and
(x) companies registered under section 25 of the Companies Act, 1956 or section 8 of the Act.
Explanation.- For the purposes of clause (iii), the expression “vanishing company” means a company, registered under the Act or previous company law or any other law for the time being in force and listed with Stock Exchange which has failed to file its returns with the Registrar of Companies and Stock Exchange for a consecutive period of two years, and is not maintaining its registered office at the address notified with the Registrar of Companies or Stock Exchange and none of its directors are traceable.