This is a petition under section 247 (6) of the Companies Act, 1913 (hereinafter called the Act) whereby the-petitioner (hereinafter called the Com--pany) seeks restoration of its name to the register of Companies which was dissolved and whose name was struck off the register by the order dated 27th March, 1978, passed by the Assistant Registrar, Joint Stock Companies, Karachi and published .In the Gazette of Pakistan (Part 111) dated 12th April, 1978.
2. It is stated in the petition that on the date when the impugned order was passed the Company was in operation and doing business. It is further pleaded that even otherwise, it is just that the Company's name be restored to the register.
3. Notice of this petition was issued to the Assistant Registrar, Joint Stock Companies, Karachi who has filed a written statement inter alia stating that in the year 1975 when the file of the Company was examined it was found that it had not filed form E for the years 1972, 1973, 1974 and 1975 and that it was accordingly directed vide letter No. 110/Com/75 dated 4th February, 1975, and subsequent reminders dated 24th May 1975, 7th March, 1975, and 30th July, 1975 to file the statutory returns on form E but without result. It is further stated therein that the two directors of the Company, namely, K. M. Saleem and K. A. Jalil had filed their replies wherein they attempted to shift the responsibility on each other instead of filing the required returns and therefore, he issued to the Company on its registered office address the first notice under section 247 (1) of the Act, on 29th July, 1976' the second notice under section 247 (2) of the Act on 27th October, 1976, and the third notice under section 247 (3) of the Act on 16th July, 1977 but the Company -failed to respond and thereafter, it was dissolved struck off the register on 27th March 1978, by publication of the order in the Gazette of Pakistan as required under section 247 (5) of the Act. It is further pleaded in the written statement that the assertion of-the Company that it was operative and carrying on business at the time of its dissolution is contrary to the facts for the following reasons :-- "(a) Most of the letters written by my office to petitioner-Company either remained unanswered or received back undelivered with postal remarks like `left no address' 'Refusal to receive' "The Company is not there, therefore, returned'.
(b) From the letter of Mr. Khwaja Abdul Jaleel and Khwaja Muhammad Saleem, Directors of the Company, it is evident that there was a dis--pute between the two and that both were shifting responsibilities on each other.
(c) The petitioner-Company has not filed any statutory returns on Form E for the years 1972 to 1976 and 1978. It means that it has not held, its Annual General Meeting for the said years under section 76 of the Companies Act, 1913. Since it had not held its annual general meeting for the last several years, it could not then be held except under the auspices of this Honourable Court for which no step was taken. Even if it is accepted that it had filed Form E for the year 1977 on 16th January, 1978, this return was late by 3 months and 20 days and the purpose of filing this return for previous years is not understood.
(d) The returns on Form E for the years 1978 and 1979 have also become overdue but the same have not been filed as yet.
(e) In spite of several reminders from my office the petitioner-Company has not yet appointed legal advisor under the Companies (Appointment of Legal Advisor) Act, 1974."
5. Five shareholders of the Company namely, K. M. Saleem,, Arshad Siddiq, Sakina Begum, Abida Begum and Asghari Hameed have filed objec--tions to the petition stating that the Company has ceased to carry on business for several years, and further stating that no meeting of the share-- holders was held by the Company for a considerable time, no notice of any meeting was received, no election of the directors had taken place and no yearly reports or balance-sheets were circulated among the shareholders.
6. , In the 'Counter-affidavit filed in reply to the written statement of the Assistant Registrar, Joint Stocks Companies, Karachi, K. T. Siddiq, one of the Directors of the Company reiterated that the Company was in full operation and carrying on business until its name was struck off the register and that the Company was operating an Ice Plant and Cold Storage plant and about 15 employees have had always been in service of the Company. In support of his claim, K. T. Siddiq, has filed copies of Profit and Loss Accounts, and Balance-Sheets for the years ending 31st March, 1977, 31st March, 1978, 31st March, 197,9. He has also filed Photostat copies of the monthly electricity bills during the years 1977, 1978, 1979 which are for considerable amounts ranging from Rs. 6,375 to Rs.
13,716. Although these bills are in the name of late K. M. Siddiq, who, it is stated at the bar, was the father of the five objectors and shareholders, they also show the name of Quetta Cold Storage and give the address of the Company as `Whie Road, Quetta', which, it is not denied, is the address of the ice-factory of the Company. The deponent has also annexed to the counter-affidavit Photostat copies of the letters dated 31 'May, 1978, 9th April 1979 and 25th October, 1979 from Pakistan Industrial Investment Credit and Investment Corporation addressed to the Company which show that the PICIC has sanctioned an industrial loan of Rs. 16,46,150 to the Company.
7. I have, beard Mr. Kbalilur Rehman on behalf of the petitioner and Mr. HaAqul Kairi on behalf of the objectors/shareholders.
I .
8. Mr. Khalilur Rehman has submitted that the order is liable to be set aside on the following grounds :-
(1) that the Company eras carrying on business and in operation on the date when its name was struck off the register :
(2) that the third notice which was sent under section 247 (3) of the Act was not published in, the., official Gazette ;st
(3) That on the facts and circumstances of this case it would-be just torestore the name of the Company to the register."
9. It is the case of the Petitioner that its registered office is situated at Khwaja House, Karachi, where Messrs Jalil Brothers Limited also have their office and that-there are disputes -among., the directors. And shareholders of the two companies which are sister concerns and a petition being J.
M. No. 28-of 1973 for winding up of Messrs Jalil Brothers Limited is pending in this Court. It is submitted that the Company did not receive notices issued to it because the directors of Jaleel Brothers Limited, who are now in exclusive control of the office had refused to receive the same or did not deliver the same to the Company and the Company for the first time came to know of toe.
Impugned order from the letter of the Assistant Registrar, dated Stet May, 1979, written by him id reply to the letter of the Company dated 15th January 1978, under cover of which it had sent Form E containing :minutes of the Extraordinary -General Meeting held on 5th September, 1977 alongwith the Challan for Rs. 20.
10a It is submitted by, the learned counsel for. The petitioner that had the Company received the notices 'it would have duly replied to them and satisfied the Assistant Registrar that the Company' was in operation and "carrying on business. It is pointed out that the Assistant Registrar of the Joint Sock Companies has admitted in his written statement that the notices issues: to the Company were returned with the postal remarks', such as `left', no address ; `refusal to receive', and `company is not there, therefore returned'.
11. Under subsection (6) of section 247 of the Act, the Court on the application of ,the Company or any member or creditor thereof; may if satisfied that the Company was at the time of striking off its name .In operation or carrying on the business or otherwise-that it is just that the company be restored to the register,' order tae name of the Company to be restored to the register.
12. From the documents produced by the petitioner 'in this Court. I am satisfied that the Company was carrying on business or in' operations when its name was struck off. I would however also considers the reasons from which it was inferred by the Assistant Registrar, that the Company was not carrying on business, or in operation at the relevant time.
The first reason is that most of the letters written by. The. 'Office of the Registrar to the petitioner- Company were either remained unanswered car were received back undelivered with the postal remarks already mentioned. The Company has however, satisfactorily explained the reasons why it did not receive the letters and notices or why the letters addressed to it were returned and the reasons are that there were and still are disputes among the directors and shareholders of JAW Brothers Limited who are also the directors and/or share-holders of the Company; and-the 'Directors in Control of Jalil Brothers Limited, might have returned the letters and notices sent by the office of the Registrar. Joint Stock Companies, Karachi, to it or they might' have not delivered the same to the petitioner. The fact that some of the Directors and/ or shareholders of two companies are on unhappy terms is not denied: It is further borne out from the fact that both K. A. JAW and K.
M: Saleem Directors of the Company had written separate letters to the Assistant Registrar, Joint Stock Companies, Karachi shifting the responsibility' for non-submission of retruns on Form E on each other. I am therefore, of the view that the Company has satisfactorily explained the reasons why it did not reply to the notices or why the same were returned. Further, the return of the notices with the postal remarks mentioned hereinbefore or non-reply thereof would not conclusively prove that the Company was not carrying on business or in operation.
As regards the second reason it would suffice to say that the disputes between the two directors of the Company would not in any manner, lead to inference or conclusion that the Company was not carrying on business or not in operation on the material date, or otherwise.
The third reason, as stated, is that the Company had not filed returns on Form E, for the year 1972 to 1976 and 1.978, though, it is admitted, it had filed the return on Form E for the year 1977. Non-holding of the annual general meeting or late filing of Form E for the year 1977 on 16th January, 1978, would not again lead to the inference or conclusion reached by the Assistant Registrar.
The fourth and the fifth reasons given by the Assistant Registrar were that the Company had not filed Form E for the years 1978 and 1979 and had not appointed legal advisor under the Companies (Appointment of Legal Advisers) Act, 1974. But non-filing of form E or non-appointment of legal adviser would not give cause to the Assistant Registrar to dissolve the Company and strike company off the register of the ; Joint Stock Companies nor in any manner lead to the inference or conclusion- that the Company was not carrying on business or in operation. For non-compliance of other provisions of the Act or non-appointment of the Legal Adviser under the Companies (Appointment of Legal Advisers) Act, 1974, the remedy may Se elsewhere but the company could not be struck off the register on these grounds.
Further, the reason that the Returns on Form E for the years 1978 and 1979 were not filed is irrelevant for these became due after the passing of the impugned order.
13. Mr. Khairi opposed the grant on the ground that the company was not carrying on business as not a single meeting of the Company was held, no directors were elected since the year 1974 and no 'Income-tax Retuns were filed by the Company and the balance sheets were not audited by the Auditors.
It appears that the directors and shareholders of the Company among themselves are involved into disputes. It is also possible that the share--holders might have not received the notice of the meetings. However, for ventilation of such grievance this is not the occasion, as regards the non- filing of Income-tax returns, the Company's case is that it has filed all the returns but if it has not done so it would suffer the consequences thereof. The allegation that the accounts are not audited even if true would not disentitle the petitioner to the relief claimed in this petition.. On the contrary, the plea suggests that the Petitioner's Company was carrying on business.
14. I am therefore, satisfied that the Company was carrying on business and was in operation until the date when its name was struck off the Register of the Joint Stock Companies.
15. Now, I would take up second ground urged ,by Mr. Khalilur Rehman that no notice as required under section 247 (3) was published in the official Gazette. This ground has been specifically taken in the petition and the Assistant Registrar in his statement has not denied the allegation.
16. I would, therefore, examine the relevant provisions of subsection (3) of section 247 of the Act which provides ; that if the Registrar either receives an answer from the company to the effect that it is not carrying on business or in operation, or does not within one month after sending the second letter receive any answer, he may publish it in the local official Gazette and send to the company by post a notice that at the expiration of three months from the date of that notice, the name of the Company mentioned therein will, unless cause is shown to the contrary, be struck off the register and the company will be dissolved.
The question that arises for consideration is, whether the publication-of the notice in the - official Gazette is left to the discretion of the registrar or it is must ?
17. It is submitted by Mr. Khal1lur Rehman that "may" has to be read as "must". However, in the ordinary usage. "may" is permissible and "must" is imperative and in regard to use of the word "may" in a statute ordinarily it will not be held to be mandatory (See Maxwell on the Interpretation of tatutes, 12th Edn., p. 234). However, in B. v. Bishop of Oxford (1) at p. 258 it was observed by Cockburn, C. J. As follows :- "So long ago as the year 1693, it was decided in the case of B. V. Barlow (1693) 2 Salk, 6.09), ,that when a statute authorises the doing a thing for the sake of justice or the public good, the word `may' means 'shall' and that rule has been acted upon to the present time "
Mr. Khalilur Rehman and Mr. Khairi both referred to M. Noman v.. Dacca Improvement Trust and others (2). In this case while considering the previsions of the Town Improvement Act, 1953 I: N.
Chowdhry, C. J. Referred to several English cases and at page 677 observed as follows; "Therefore, what follows from the whole scheme of the Act and its aim and purpose acrd the various provisions of the Act is that the rules contemplated in section -102 are rules relating to the rights and privilege of the employees of the Board and the power of making rules relating to the, conditions of service given to the Government is an obligatory one though couched in the word 'may' which means `must'.
Reference was made to the decision of the House of Lords in the case of Frederic Guildar Julius v.
The Right Rev. (3). The Lord Bishop of Oxford wherein the Lord Chancellor (Earl Cairns) with reference to the enabling words used in a statutes, at pages 222-223 of the report observed :- "But there 'may be something in the nature of the thing empowered to be done, .Something in the object for which it is to be done, something in the title of the person or persons for whose benefit thepower is to be exercised which may couple the power with a duty and make it the duty of the person in whom the power is reposed, to exercise that power when called upon to do so "
Reliance was also placed on they-following observations of Coleridge, J. In Reg v. Tithe Commissioners (4): "The words undoubtedly are only empowering but it has been so often decided as to have become an axiom that in public statutes words only directory, permissory or enabling, may have a compulsory force where the thing to be done is for the public benefit or in advancement of public justice."
Mr. Khalilur Rehman also referred to the following passage from the Statutory Construction by Crawford, 1940, Edn. Which appears at page 520 thereof.
" . . Then words which ordinarily are mandatory in their nature will be construed as directory, or vice versa. In other words, if the language of the statute considered as a whole and with due regard to its nature and object, reveals that the Legislature intended the words `shall' and `must' to be directory, they should be given that meaning. Similarly, under the same circumstances, the word `may' should be given a mandatory meaning, and especially where the statute concerns ,the rights and interests of the public, or where third persons have a claim de jure, that a power shall be exercised, or whenever something is directed to be done is necessary to sustain the statute's constitu--tionality."
Mr. Khalilur Rehman has also relied on Kh. Ghulam Qadir v. Tajamal Hussain PLD 1964 Lab. 329In this case the word `may' used in section 13(2) of the West Pakistan Urban Rent Restriction Ordinance, 1959, came to be considered. On comparison of other provision of section 13 of the Ordinance, S. A. Mahmood, J. After referring to several cases came to the conclusion that the word `may' used in subsection (2) of section 13 of the Ordinance could not be considered to have been used in the sense of `shall' or `must' I may here reproduce paragraph 3 of the judgment: "For the appellant it is contended that the word `may' has been used in the sense of `must' or `shall'.
In support of his contention his learned counsel relied on Kurban Hussain Salauddin v. Ratikant Nilkant and another AIR 1959 Bom. 401 in which the learned Judges of the Bombay High Court after considering the word `may' in subsection (3)(a) of section 12 of Bombay Act LVII of 1947 came to the conclusion that it was used in the sense of `must' or `shall'. Usually, the word `may' is an enabling word: it gives discretion to the person who is given the option to act in a particular manner mentioned in the section. But it is well recognised that the word `may' in some context may even mean `shall'. If statutes authorise any specified person to do acts for the benefit of others, the authority conferred is coupled with an obligation to discharge a duty by the statutes themselves, then in such a case, though the word used by the Legislature may be 'may', the intention is to impose an obligation upon the authority to discharge his duty, with the result that the word 'may' in the context means 'must' or 'shall'. As Lord Philmore bas observed in Alrock, Ashdown I & Co. Ltd. v.
Chief Revenue Authority, Bombay AIR 1923 P C 138 "when a capacity or power is given to a public authority, there may be circumstances which couple with the power a duty to exercise it'. Lord Cairns in the case of Julius v. Lord Bishop of Oxford (1880) 5 A C 214 has observed as follows:- There may be something in the nature of the thing empowered to be done, something in the object for which it is to be done, something in the conditions under which it is to be done, something in the title of the person or persons for whose benefit the power is to be exercisedwhich may couple the power with a duty, and make it the duty of the person in whom the power is reposed, to exercise that power when called upon to do so."
The word "may" used in section 51 of the Indian Income-tax Act was held by the Judicial Committee of the Privy Council in AIR 1923 P C 138 cited above, to mean, in the context of the Scheme of the Act and the other relevant factors, when the other conditions of section 51(1) were satisfied, that it was the duty of the Chief Revenue Office to make a reference. In Hookam--chand v. Nowroji (1) Mr. Justice Beaman, J. Has similarly construed the word "may" occurring in section 49 of the Indian Insolvency Act. The word "may" in section 59 of the Indian Stamp Act has also been held to mean "shall" by Chagla, Acting C. J., and Bhagwati, J., in Chief Controlling Revenue Authority Bombay v.
Maharastra Sugar Milts Ltd. (2). There is thus good authority for the -proposition that the word "tray" in the context in which it has been used and the scheme of the statutes and other relevant considerations, may be interpreted as meaning "must" or "shall", but this need not necessarily be so in each and every case. The question is whether by looking at the word "may" in the context of subsection (2) of section 13 of Ordinance VI of 1959; it can be said that it has been used in the sense of "shall" or "must", I am not inclined to hold that this is so".
I may here also refer to a decision of erstwhile High Court of West Pakistan Lahore Bench, Lahore in Rana Muhammad Jamil v. The Punjab Road Transport Board (3). In this case it was observed by the learned Chief Justice as follows:-- "The question whether a particular provision in an enactment, though ostensibly in the imperative form is really mandatory or directory is a question of some nicety and no hard and fast rule can be laid down for the exact construction to be placed on such a provision in all cases. In each case, the scope and object of the Act and of the particular provision would be relevant to the real intention of the Legislature in this respect."
I may also refer to Commissioner of Income-tax v. Messrs Surridge do Baecheno (4). In this case a Division Bench o f the erstwhile High Court of West Pakistan while considering the provisions of section 26-A of the Income-tax Act, 1922, which empowers Income-tax Officer to register a firm and also to renew its registration in a permissible language by use of the word "may" held, that though the provisions seemingly give a discretion to the Income-tax Officer, in fact, they impose a duty on him to register a firm, subject, to course, to the fulfilment of the conditions laid down therein. It was observed at page 790 of the report as follows:- "It is true that ordinarily the word `may' is used in a permissible or an enabling sense. But this is not universally true. There are cases in which it is used in the imperative sense. Such instances are set out by Maxwell in "Interpretation of Statutes" and Craies in his `Statute Law.' "
Julius v. Bishop of Oxford (5), B. v. .Bishop Oxford (6) and R. v.
(1) 10 Bom. L R 345 (2) 49 Bom. L R 893
(3) PLD 1957 Lah. 1 (4) PLD 1968 Kar. 773
(5) (1880) 5 A C 214 . .(6) (1879) 4 0 R D 240 Barlow (1), while Maxwell has relied upon R. v. Tithe Commissioners (2), and R. D. C. v. Roberts (3). It would be advantageous to reproduce the following paragraph from Maxwell on interpretation of Statutes, Eleventh Edition, page 235:- "The Supreme Court of the United States similarly laid it down that which public Officers are empowered to do for a third person the law requires shall be done whenever the public interest or individual rights call for the exercise of the power, since latter is given, not for their benefit, but for his, and is placed with the depository to meet the demands of right, and to prevent the failure of justice. In all such cases, the Court observed, the intent of the Legislature, which is the test, is not to grant a mere discretion, but to impose a positive and absolute duty: Supervisors v. U. S. l I 866) 4 Wallace 446."
18. From the observations made in the cases cited above and the opinion of Crawford the following principles are deducible with regard to the interpretation of the word "may" used in a statute: "(1) When a statute authorises doing a thing for the sake of public benefit, or, public good, or for advancement of public justice or when it concerns rights or interest of the public, the permissible, directory, or enabling words may be construed as imperative, thus `may' shall be read as `shall' or, `must.'
(2) In construing a. Directory or mandatory word in a statute regard C must be had to the nature and object of the statute and the language of the statute must be considered as a whole.
(3) There may be something in the nature of thing empowered to b done, something in the object for which it is to be done, something in the conditions under which it is to be done, something in the title of the person or persons for whose benefit the power is to be exercised that may couple the .Power with a duty to do the same and in the manner directed by the statute notwithstanding the permissible language employed therein."
19. .I would, therefore examine the provisions of section 247 of the Act in the fight of the principles stated hereinabove.
Under subsection (1) of section 247 of the Act the registrar is required to, send to the company by post a letter enquiring whether the company is carrying on business or in operation, where he has reasonable cause to believe that the company is not carrying on business or in operation. Under subsection (2) of section 247 of the Act, the registrar is required to send to the company by post a registered letter in case he does not receive the answer within the time prescribed therein, referring to the first letter and stating that no answer thereto has been received, and that if an answer , is not received to the second letter within the time mentioned in the subsection (2) a notice will be published in the official Gazette with a view to striking oil' the --name of the company. Subsection
(3) of section 247 of the Act provides that if the registrar,, receives an answer,.. From the company to the effect that it is not carrying on business .Or in operation of does not; within the period prescribed therein, receive any answer he may publish in the official Gazette and send to the Company by post a notice, that at the expiration of three months from the date of notice, the name of the company, unless cause is shown to the contrary, will be struck off the register and the Company will be dissolved. Ultimately under subsection (5) of subsection 247 an order of dissolution of Company and striking its name off the register. Is required to be published in the Official Gazette by using imperative language.
(3) 1950 K B 716 20, The intention of the Legislature from the above provisions is clear. It has provided safeguards against hastily actions by the registrar, under sub--section (5) for its consequences are disasterous for the company. At ever stage time is allowed to the company to answer to the enquiry and further safeguard is provided by directing notice one after the other, first by ordinary post, then by registered post and then again by post and prima facie leaving the publication of the third 'notice in the official Gazette to the discretion of the registrar. However, subsection (3) ibid envisages two situations, in the first situation the Company may answer that it is not carrying on business or in operation and in the second may be that the company does not answer the notices.
Non reply to the notices may be for a variety of reasons. Notices, may not reach the proper hands, they may be lost during communication may be returned, as in the present case for several reasons such as, closure of the office, refusal to receive the same by some un--authorised person to whom it is offered. If the registrar receives reply that the company is not carrying on business, in such a case no prejudice is likely to cause to the company or its shareholders if notice is not published in the official Gazette and the registrar in such case, may not publish the same in the official Gazette but in the other situation if the registrar passes the order of dissolution of the Company and strikes its name off the register without first publishing the notice in the official Gazette then the company or its members or creditors may be seriously, prejudiced. An example of such prejudice will be found in that the company will not, in such a case, be able to sue for recovery of its dues, or properties as it will no longer be in existence. I am inclned, therefore, to think that the use of the word "may" in section 247(3) ibid has to be considered in the first situation. Viz., when the company writes n reply to the notice that it is not carrying on business or in operation, as permissive, but in the second situation the word "may" acquire force of a must, for in the absence of publication of such notice in the official Gazette the company, its members or creditors whose interest is desired to be safeguarded therein may be seriously prejudiced. It is also possible that directors of a company may not like -to continue or may. Not answer, but members or creditors thereof' may be interested in its continuation and in such a case if the company receives notice and does not answer and 'such notice is not published in the official Gazette, the members and creditors would not know of such a notice and would not be able- to , safeguard their. Interest. It is worth noting that the provisions of subsection (6) ibid enable the Company or any member or creditor thereof to file an application for restoration of the name of the company, if any of them feels aggrieved by the Company having been struck off the register. The Legislature by enabling the members or creditors of a company have shown their consciousness that they wanted to safeguard their interest as well, for notwithstanding the removal of the name of the company from the register they remain in - the same position as nearly as may be as if the name of the company had not .Been . Struck off. Thus the shareholders, and creditors may suffer if they do not have the notice through the official Gazette.
21. It am therefore, of the opinion that on the facts and circumstances) of this case the registrar ought to have published the notice in the officiate Gazette. He has discretion to publish or not to publish the notice if the company replies that it is not carrying on business or in operation but he has no such discretion in the other case.
22. The petitioner has annexed a copy of the Gazette of Pakistan. Dated November 9, 1977 wherein six notices under section 247(3) of the Act have been published. It is submitted by the learned counsel for the petitioner that the Department has always published such notices in the official Gazette and the Department has understood the meaning of the word "may" used in sub-- section (3) of section 247 of the Act as being mandatory. I have already expressed my view that the publication of the notice in the official Gazette is directory when the Company informs the registrar that it is not carrying on business or in operation but not otherwise. The Assistant Registrar has not explained in the written statement filed by him, the reasons for not publishing the notice in the official Gazette and why he had departed from the practice in this case, particularly when the notices issued under sections 247(1) and 247(2) of the Act were either returned undelivered or had remained unanswered. It is submitted that had the notice been so published the petitioner might have come to know of it immediately and would have submitted its explanation. I agree.
23. Now, I would take up third ground urged by Mr. Khalilur Rehman. It has already been established that the Company's ice and cold storage plants at Quetta are working and it has already been brought on record through the letters of the PICIC that it has been granted a loan of over Rs. 1.6 millions by PICIC. Therefore, in my opinion, it would be just that if the name of the Company is restored to the registrar for this reason too.
24. Mr. Khairi submitted that in case the petition is allowed the petitioner may be put to terms by ordering the petitioner to file all the returns which have not been filed. In support of the submission he relied on In re: F Outlay Assurance Society (1887) 34 Ch. D 479 . The suggestion of Khairi is valid for, in my opinion, such a direction could be given under subsection (6) of section 247 of the Act.
25. I, therefore, accept the petition and direct the restoration of the name of the Company to the register of the Joint Stock Companies on the condition that the Company shall file all returns under the Companies Act, 1913, which have not been filed so, far within three months but this would be without prejudice to any liabilities that may have been incurred by the Company under the law.