NCLT JUDGEMENT ON SECTION 252, 458, 460 OF THE COMPANIES ACT, 2013 READ WITH RULE 11 OF THE NATIONAL COMPANY LAW TRIBUNAL RULES, 2016 & SECTION 441, 443, 445, 446, 448, 450, 451, 453, 454, 455, 456, 457, 458, 458A, 460,463, 464, 465, 466, 467, 468, 471, 474, 476, 477, 478, 479, 481, 482, 483, 484, 486, 487, 488, 494, 497, 511, 511(A), 512, 514, 515, 517, 518, 519, 528, 529, 529A, 530, 531, 531(A), 532, 533, 534, 535, 536, 537, 538, 539,540, 541, 542, 543, 544, 545, 546, 547, 548, 549, 550, 551, 552, 553, 554, 555, 556, 558, 559, 560, 560(5), 560(6), 584 OF COMPANIES ACT, 1956 AND SECTION 67, 67(1), 75 OF LIMITED LIABILITY PARTNERSHIP ACT 2008.

Birendarsingh Rithal, V-Tech Moulds And Dies Llp Vs. Registrar Of Companies, (2020) 08 NCLT CK 0054

NCLT allowed appeal filed by the Appellant U/s 252(3) of the Companies Act, 2013 for restoration of name of the Appellant Company struck off by the Registrar of Companies, Mumbai, from the Register of Companies maintained by the Registrar of Companies, Mumbai. While allowing the appeal NCLT held that in the absence of any relevant provision of restoration of struck off LLP under the LLP Act 2008, the law maker has made provisions to bridge the gap and as such a declaration under section 67 of the Companies Act which expressly provided that section 560 of the Act, was made applicable to LLP Act and in view of the declaration of Central Government on 6.01.2010, LLP could be restored under the erstwhile Companies Act, 1956. Therefore applying the same analogy that under the Companies Act 2013, the legislature intended to include previous company law in the definition of Company under Sec 2(20), which categorically includes Companies Act 1956. We conclude that provisions of Sec 560 of Companies Act 1956 are akin to the provisions of section 252 of the Companies Act 2013, therefore LLPs which was struck off under section 75 of the LLP Act, 2008 shall be restored under Sec. 252 of Companies Act 2013. No person shall be left without the remedy in the absence of any express provision of restoration of LLP under the LLP Act. We necessarily have to rely on the relevant provisions of Sec. 2(20) r/w Sec. 2(60) of Companies Act 2013, r/w Sec. 465 of Companies Act, 2013, r/w the GSR Notification of Central Government dated 06.01.2010 which held that Sec. 560 of Companies Act 1956 was applicable to the LLPs which were incorporated under the LLP Act 2008 and hold that the provisions of Sec 252 of Companies Act 2013 shall be made applicable to the LLP and restoration of the LLP can be forthwith.


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