Confident Ltd. has forfeited 50,000 equity shares of the company @ ₹10 each and same were re-issued. After the filing of the annual return, the Registrar of Companies (ROC) has issued show cause notice to the company for

Re-issue of forfeited shares does not require filing of return of allotment. In a similar case Sri Gopal Jalan & Co. v. Calcutta Stock Exchange Association Ltd. , the Supreme Court held that the exchange was not liable to file any return of the forfeited shares under Section 75(1) of the Companies Act, 1956 [Corresponds to section 39 of the Companies Act, 2013] when the same were re-issued. The Court observed that when a share is forfeited and re-issued, there is no allotment, in the sense of appropriation of shares out of the authorised and unappropriated capital and approved the observations of Harries C.J. in S.M. Nandy's case that: "On such forfeiture all that happened was that the right of the particular shareholder disappeared but the shares considered as a unit of issued capital continued to exist and was kept in suspense until another shareholder was found for it". Accordingly, in the present case Show cause notice issued by RoC to Confident Ltd. for default of provisions of section 39 of the Companies Act, 2013 is not tenable.