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Removal of Directors

Directors' removal and disqualification

A director of an existing company that was incorporated in accordance with sections 153 and 154 of the 2013 Companies Act is given a Director Identification Identifier (DIN), a special number. It was made specifically to check for wrongdoing so that it could be tracked if any such wrongdoings occurred. Following the passage of the Businesses Act of 2013, numerous directors were disqualified by the Ministry of Corporate Affairs in accordance with sections 164(2) and 167(1)(a) of the Act, and all dormant companies were eliminated. The business sector in India was further affected by the deactivation of thousands of DIN around the country, putting the company's survival in jeopardy.

Following this, many incensed directors looked for a resolution. Therefore, the government issued a circular to provide the defaulting company a chance to revive and to reactivate DIN. It introduced the Condonation of Delay Scheme, which offers the directors the opportunity to submit the required paperwork, resurrect their firm, and relaunch their operation.

Reasons for disqualifying directors and dissolving companies

According to the law, businesses must submit their yearly returns and balance sheets to the ROC each year. If they are not done correctly, they could be fined. The MCA will strike a firm off the register of companies if it has not filed any required paperwork with the ROC for the previous three years. As a preventative step, it has also barred the DIN of all disqualified directors.

Provisions made earlier under the CODS (Condonation of Delay Scheme) for the removal of directors disqualified

The Condonation of Delay Scheme was developed by the Ministry of Corporate Affairs (MCA) and was in effect from January 1 through March 31, 2018, however it was further extended under General Circular Nos. 02 and 03/2018 until May 1, 2018. It focuses on defaulting businesses that haven't yet submitted their annual reports and balance sheets.

Procedure following the delay condonation scheme

Many disqualified directors presented arguments before the High Court and the National Company Law Tribunal after the CODS, 2018, deadline passed in order to reinstate their DINs and revive their enterprises. Under Article 226 of the Indian Constitution, a petition was filed for a Writ of Certiorari to overturn an MCA notification declaring that directors were ineligible for office, to reinstate the companies that had been dismissed, and to reactivate DIN in accordance with Section 252 of the Companies Act, 2013.

Clarifying notification regarding relief to be given to disqualified directors following CODS's expiration by MCA

On May 17, 2018, the Ministry of Corporate Affairs released General Circular No. 5/2018, which clarified the CODS. These are the key points-

  • The defaulting firms may still seek CODS even after the program has ended if the MCA removes them from the Register of Companies and a petition for their revival under Section 252 is still pending before the tribunal.
  • When a company is struck off, the DIN cannot be reinstated until the NCLT issues an order and all outstanding paperwork have been submitted. The ROC must thoroughly examine NCLT orders and ensure that all unmet obligations are met.
  • Following the NCLT order in this situation, the ROC is obliged to open a ticket on the MCA site using the Change Requirement Form (CRF). The copy of the copy must be uploaded by ROC to this portal. The deactivated DIN will be reactivated following the correct validation.
  • The disqualified director whose DIN is being reinstated through CRF cannot also be the director of another company that is barred from doing business.

After CODS, the following steps are taken for DIN activation

  • Disqualified Directors must file a Writ Petition with the Honourable High Court in accordance with Article 226 of the Indian Constitution. The following communication must be submitted by the appellant with the foregoing writ petition
  • Companies that have had their names removed from records may also appeal under Section 252 of the Companies Act of 2013 to the National Company Law Tribunal in order to have their names reinstated.
  • The appellant is obliged to file statutory paperwork with the ROC and annual returns from the previous three years with the income tax authority after receiving decisions of DIN reactivation and resurrection of struck off company from the Hon'ble High Court and NCLT.
  • After completing all compliance requirements and paying any penalties imposed by the appellant, ROC must raise a ticket on the MCA21 portal using the Change Requirement Form (CRF). Additionally, ROC must upload a copy of the relevant order on the portal. The deactivated DIN will be reactivated following validation. The following documents must be submitted with the Writ if it is filed-
    - Notice of Motion
    - Memo of Parties; Parties to the Petition (Name, Address, Designation, etc.);
    - Urgent Application;
    - Summary and calendar of events;
    - Circumstances that result in the failure to file required documentation;
    - Company status and directors seeking re-election;
    - Request clause to have the publication made by ROC—the disputed list of directors disqualified under Section 164(2)(a) of the 2013 Companies Act—set aside;
    - List of all the firms in which the appellant is a director;
    A copy of the press release or impugned notice that the ROC issued listing the disqualified directors;
    - Application for a stay under Section 151 of the CPC;

Documents needed For DIN Reactivation

  • To file a petition before the HC Or A NCLT application as appropriate
  • e-CODS on the MCA 21 Portal
  • Overdue documents section 403

Forms required for annual return filing under CODS

  • IForm 208/MGT-7 is used to file yearly returns for corporations with share capital.
  • Form 21A/MGT-7 is used to file yearly returns for businesses without share capital.
  • Financial statements are filed using Forms 23AC, 23ACA, 23AC-XBRL, 23ACA-XBRL, AOC-4, AOC-4(CFS), AOC (XBRL), and AOC-4(non-XBRL).
  • Form 66 is used to provide the Registrar with the Compliance Certificate.
  • For the notification of the appointment of auditors, use Form 238/ADT-1.

How can Estabizz assist?

  • Removal of director’s disqualification
  • Restoration of DIN
  • Reviving a company stricken off under the Companies Act What Services

Does Estabizz provide for DIN activation?

  • Free inquiry consultations
  • Our staff is made up of attorneys, CAs, and CSs. We will contact you via disbarred in-house attorneys and assist you with DIN activation. Expert guidance will be provided for document verification and procedural procedures.
  • We will continue to support you and be at your disposal to help you whenever you need us.
  • Assistance in filing a case.

  • - Any fee, stamp duty, and other expenses are additional and must be paid.

Conclusion

The Ministry of Corporate Affairs (MCA) has taken a remarkable step by issuing recent Circulars, which not only helped companies to restore their names with ROC by giving them more time but also gave opportunity to revive struck off companies by filing annual statements and other statutory documents. This is in order to provide remedy to disqualified directors and to revive struck off companies even after COD scheme.

Documents necessary to file a cybercrime complaint

  • Server records from the past.
  • The soft copy and the hard copy of the defaced web page in the event that the website is compromised.
  • A soft and hard copy of the original data, combined with the compromised data, in data hacking incidents.
  • Information about the users who have email or computer access to the victim.
  • Suspects listed by the victim

Documents mentioning offensive emails or abusive emails

  • The offending email's headers.
  • The soft and hard copies of the offending email
  • A copy of the offending email from both the hard disk and the inbox.

Documents pertaining to cyber fraud

  • Including information on the products that were purchased.
  • The specifics of the purchase, such as the date and price.
  • Information on the business.
  • The crime's circumstances.
  • List of complaints made in a similar manner against the same business.
  • Any further information relating to cybercrime.

  • - Any fee, stamp duty, and other expenses must be paid separately.

    For any questions on cybercrimes, please contact us. And to take use of any of the services, kindly get in touch with us by asking a question on our website. Estabizz has a team of knowledgeable attorneys who can help you file a cybercrime complaint and represent you in court.

Why do you want Estabizz?

  • Free advice or inquiries
  • Professional direction throughout the process
  • Assistance with complaint submission
  • We will contact you via a lawyer who specializes in cyber law and is knowledgeable with the cyber laws in India.
  • Complete assistance throughout the cybercrime litigation in Special Cyber Courts as well as Regular Courts.

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