Striking-off means the temporary closure of the Company or the removal of the Company’s name from the ROC (Register of Company) by the Registrar following the provisions of the Companies Act 2013. This is a substitute for the dissolution of the Company, in which case the Company may be revived for twenty years from the date of deletion. An appeal or application may be made by the registrar, any person aggrieved by the order of the registrar or the company, or a member or creditor, or worker. So let us have a quick look at how to revive a Strike-off company.
Table of Contents
Overview of Revival of strike-off companies
Revival of strike-off companies is a formal process in which a company or business is revived and its name is returned to the Register of Companies (ROC). With the introduction of the Companies Act 2013, provisions relating to the revival of dissolved companies are contained in Section 248 of the Companies Act 2013.
Many companies were struck off the register during the financial year 2017-18. Unchecking means temporarily canceling the operation of the company. It would be created as an alternative to company liquidation where the company can be revived within 20 years. This period or date would be known as the revival period.
Reasons for reviving Strike-off Companies
The grounds on which NCLT conducts the revival of companies are as follows:-
- The company owns all real estate.
- The Company, apart from the Registrar of Companies, has complied with GST, Income Tax, Provident Fund, and such authorities,
- Where there is evidence that the Company has an ongoing business as an active transaction in the Company’s bank statements.
- The company renews any license and other documents annually depending on the circumstances.
- Any document showing that the Society is continuing or active and that it will be in the public interest to revive the Society.
What is the time to appeal such a strike-off?
Any person aggrieved by an order of the Registrar (ROC) to strike off the name of a company can file an appeal before the NCLT to revive the company within 3 years from the date of publication of the cancellation notice by the ROC.
If the company, any member, employee, or creditor is aggrieved by the strike-off, he can file an appeal before the NCLT within 20 years from the date of publication of the strike-off notice in the Official Gazette of the ROC to restore the name of the company.
Documents required to revive struck-off companies
The application for renewal of the company name must be submitted, indicating that the company was actually in operation (recommended), with the following documents:
- Certificate of Incorporation of the Company
- A copy of the audited financial statements from the date of strike-off
- Bank statements
- Commercial register order to delete
- Affidavit of Petition Verification
- A copy of the resolution of the board authorizing the submission of the proposal
- Income tax return
- All property documents, if the property is owned by the Company
- Memorandum of Appearance or Vakalatnama
- Any other documents required.
Procedure for the revival of struck-off companies
The procedure regarding the revival of dissolved companies has been laid down by the National Company Law Tribunal. Such procedure must be followed and compliance must be met. The procedure is as follows:
- Request for the renewal process: In this case, the aggrieved person or claimant would consider filing a claim. Such an application would take the form of an appeal to the NCLT. Such provisions would be governed by Section 252 of the Companies Act 2013. Provisions relating to appeal proceedings must be made by any aggrieved person within three years. This provision is under Section 252(1) of the Companies Act 2013. If an appeal or application is made by any employee or affected worker, the limitation period is 20 years from the date of dissolution of the company. Such a provision is contained in Section 252(3) of the Companies Act 2013.
- Planning and drafting a petition: All planning related to the above petition has to be done at NCLT through Form NCLT-9. Along with this, a demand draft must be submitted in favor of the “Accounts and Payroll Officer” of the concerned Ministry of Corporate Affairs. Such a proposal must be submitted together with a statement of reasons.
- Submitting a petition: A copy of the proposal for the renewal of dissolved companies must be submitted to the company register within 14 days of the consideration of the application. Such companies may be provided to any other form of interested persons related to the petition.
- NCLT trail: The tribunal would organize the appeal hearing by summoning the appellant and the respondent. Here the registrar of companies would be the respondent. After reviewing the facts related to the proposal, the company would give a judgment on the matter of revival of the defunct company.
- Instructions from the Tribunal: The Tribunal may make an order relating to the reinstatement of a struck-off company. The Tribunal may make the following orders:
- The applicant must deliver a certified copy of the order to the ROC within 30 days.
- After ensuring this, ROC would go through compliance requirements. It would then be affixed with an official seal following gazette requirements.
- If requested by the court, the applicant must pay the costs of appealing the restoration order.
- The company must implement all forms of compliance.
- ROC orders
After the tribunal passes the appeal, the company must file Form INC-28 with the Registrar of Companies within 30 days of the order.
- Gazetted Publication: Once all certified copies have been provided, the ROC will carry out the requirements related to publication in the official gazette.
- Final submission of ROC documents: According to the requirements of the ROC, the company must provide the documents upon the request of the ROC.
What would happen after the revival?
Following the execution of the revival order, all liabilities of each director, manager, or other officers would then be deemed to continue as if the company had not wound up.
The company winding-up provision acts as a means of ensuring that shell companies do not operate and that companies are not closed with the intent to defraud creditors. The whole point of this provision rests on the fact that the company is not active, i.e. the company does not carry out business-evidence transactions, nor does it own any immovable property. The possibility of reviving a struck-off company ultimately depends on the evidence submitted by the applicant.
The legal window is a team of expert professionals that assist you in the procedure for the revival of struck-off companies. It provides for documentation required for the revival, Liaison with ROC to revive such companies, and an End-to-end support system for our valued customers. Connect us in case of any assistance.