The National Company Law Tribunal in New Delhi has restored the name of SL Contractors Private Limited in the Register of Companies only to enable the Income Tax Department to recover outstanding dues of about ₹7.62 crore. The Bench of Judicial Member Ashok Kumar Bhardwaj and Technical Member Reena Sinha Puri allowed an appeal filed under Section 252(3) of the Companies Act but rejected the company’s claim that it was operational when it was struck off.
The Tribunal noted that the company had not filed annual returns or financial statements since the 2015–2016 financial year and had remained non-compliant up to the date of appeal. It observed that the unaudited statements produced by the appellants could not be relied upon and held that the appellants failed to prove that the business was functioning during the strike-off period.
SL Contractors, incorporated in March 2014, was struck off in October 2019 after a notice under Section 248. The appellants argued that delays arose due to the sudden death of their compliance professional and pointed to invoices, bank transactions and income tax filings to show activity. The Tribunal found that the prolonged non-compliance could not be excused as an inadvertent error.
The Registrar of Companies opposed the restoration and submitted that the firm had declared nil revenue for recent years and had shown no effort to normalise filings even after being struck off. The Tribunal agreed and recorded that a challenge to the strike-off process should have been brought within three years under Section 252(1), which was not done.
The deciding factor was a report placed on record by the Income Tax Department on 18 July 2025 stating that tax dues of ₹7,62,76,240 were pending under Section 147 of the Income Tax Act, along with penalty proceedings under Sections 271AAC(1) and 271A. While the Department did not object to restoration, it sought it only to continue recovery actions.
The Tribunal held that restoration is justified in the interest of revenue and cited supporting judicial precedent. It allowed the appeal subject to conditions, including payment of ₹9 lakh to the Prime Minister’s Relief Fund, clearing tax dues with interest, and filing all pending statutory documents within 45 days. A certified copy of the order must be submitted to the Registrar and the Income Tax Department within 30 days.
The Bench clarified that the Registrar remains free to initiate action for any violations committed before or during the strike-off period. The appeal was disposed of with the finding that the company’s business continuity was not proven and that restoration was granted solely to permit tax recovery.
Appearance:
For Appellant: Aayushmaan Vatsyayana, Vansh Pandey, Gourav
For Respondent: Senior Standing Counsel Puneet Rai, with Rishabh Nangia, Ashwini Kumar and Nikhil Jain for the Income Tax Department
Cause Title: SL Contractors Private Limited & Ors. v. Registrar of Companies & Anr.
Case No: Company Appeal No. 174/252/ND/2024
