How is a struck-off company restored to the register?
A struck-off company comes back only by an order of the National Company Law Tribunal under section 252. Strike-off is not a temporary closure. The Registrar’s notice dissolves the company. How that notice is made is on the strike-off page.
Who can ask for restoration?
A person aggrieved by the Registrar’s order may appeal within three years from the date of that order. If the Tribunal finds that the removal was not justified, it may restore the name. The Registrar may also apply within those three years, where the name was struck off inadvertently or on incorrect information.
The company, a member, a creditor, or a workman may apply before twenty years from the date of the notice in the Official Gazette. The Tribunal has to be satisfied that the company was carrying on business or was in operation when the name was struck off, or that it is otherwise just to restore the name.
What does the Tribunal look for?
The statute’s test is business, operation, or justice. A title deed, a bank statement, a tax filing, or a licence can show that the company was in operation. None of those papers is, by itself, an order of restoration. The Registrar is heard before the order is made. What the strike-off does to the company’s status is on the consequences page.
What is filed after the order?
The company files a certified copy of the order with the Registrar in Form INC-28 within 30 days. It then files the financial statements and annual returns that were outstanding. The Tribunal can direct the company and its officers to the position they would have been in if the name had not been struck off. The application does not quote a government fee on this page, and it does not create a new company.
Frequently asked questions
Four questions cover a temporary closure, the Registrar’s own application, property as evidence, and a new incorporation.
Is strike-off a temporary closure?
No. The Registrar removes the name and the company is dissolved. Restoration is a separate order. It is not a pause that ends by itself.
Can the Registrar ask for the name back?
Yes. If the name was struck off inadvertently, or on incorrect information, the Registrar may apply within three years of the order.
Does owning a property restore the company?
No. Property, a bank statement, or a licence can be evidence. The order is the Tribunal’s, on the test in section 252.
Is a new certificate of incorporation issued?
No. The order puts the name back. The company then files the certified copy of the order and the overdue annual documents. It is not incorporated again.
Sources
Restoration is section 252 of the Companies Act, 2013. Strike-off by the Registrar is section 248. The certified copy of the Tribunal’s order is filed with the Registrar.