A company dissolved under Section 248 of the Companies Act, 2013 can be restored in the Register of Companies (ROC) by an order of the National Company Law Tribunal (NCLT).
Who can file an Application?
- The Company, Member or Creditor or even a Workman can make an application to revive the Company.
- Such an application must be made before the expiry of 20 years from the publication in the Official Gazette of the notice of the striking-off.
Process of Filing of Application under NCLT
As per Section 252 (3) read with rule 87A of National Company Law Tribunal (Amendment) Rules, 2017 an application has to be filed for restoration of Company whose name was struck off from the record of the Registrar of Companies (ROC).
- APPLICATION: The petition under Section 252(3) shall be filed with the NCLT in Form No. NCLT-9.
- DOCUMENTS TO BE FILED:
Documents required to be attached with NCLT-9:
- Affidavit verifying application; Form No. NCLT 6.
- Payment receipt of Rs. 2,500.
- Memorandum of Appearance with copy of Board resolution or Vakalatnama.
- Any other documents in support of the case.
The petition has to be filed in 3 copies in NCLT.
- SERVING THE COPY OF PETITION TO ROC: A copy of the same shall be served on the Registrar of Companies via RPAD and on such other persons as the Tribunal may direct, not less than 14 days before the date fixed for hearing of the application.
- HEARING: The Tribunal shall hear the Petitioner and Respondent i.e. ROC and take note of the observations/objections, if any, received.
After hearing, the Tribunal may pass appropriate order i.e. either restore the name of the company or dismiss the application, as it deems fit.
The Tribunal will restore the company if it is satisfied with a valid reason for non-compliance of the requirements by the said company failing which it will not restore a company at any given point of time.
- ORDER: Where the Tribunal makes an order restoring the name of a company in the register of companies, the order shall direct that-
a) the appellant shall deliver a certified copy of the said order to the ROC within 30 days from the date of the order;
b) on such delivery, the ROC would, in his official name and seal, publish the order in the Official Gazette;
c) the appellant would pay to the Registrar of Companies his costs of, and occasioned by, the appeal or application, unless the Tribunal directs otherwise; and
d) the company shall file pending financial statements and annual returns with the Registrar and comply with the requirements of the Companies Act, 2013 and rules made there under.
- FILING OF COPY OF ORDER WITH ROC: The Company shall file the copy of order with ROC within 30 days from the date of the order under Form INC 28.
- PUBLICATION IN OFFICIAL GAZETTE: The ROC shall, in his official name and seal, publish the order in the Official Gazette.
- FILING OF DOCUMENTS: The Company shall file pending financial statements and annual returns with the Registrar and comply with the requirements of the Companies Act, 2013 and Rules thereunder.