In India, companies that fail to comply with statutory requirements or remain inactive for a long period may be removed from the register by the Registrar of Companies (ROC). This process is commonly known as “strike off.” However, the law also provides an opportunity to restore such companies. The revival of a struck-off company is governed under the Companies Act, 2013, ensuring that genuine businesses are not permanently shut due to non-compliance or oversight.

Meaning of Strike Off

Strike off refers to the removal of a company’s name from the register of companies by the ROC under Section 248. Once struck off, the company ceases to exist as a legal entity.

Grounds for Strike Off

A company may be struck off if:

• It fails to commence business within one year of incorporation
• It has not carried on any business for two consecutive financial years
• It has not filed financial statements or annual returns
• The subscribers have not paid subscription money

Revival of Struck-Off Company

Revival means restoring the company’s name in the register, thereby bringing it back into legal existence. This can be done by filing an appeal before the National Company Law Tribunal (NCLT).

Legal Provision

Revival is primarily governed by Section 252 of the Companies Act, 2013, read with relevant provisions from Sections 248–251 (strike‑off) and NCLT Rules (especially Form NCLT‑9).

Section 252 allows the National Company Law Tribunal (NCLT) to order restoration of the company’s name on the register if it is satisfied that the revival is justified and equitable.

Who can apply for revival & Time limit?

Section 252(1): A member, creditor, workman, or any person aggrieved by the strike‑off can apply to the NCLT within 20 years from the date of striking‑off (for older cases).

Section 252(3): For strike‑offs done under Section 248 (defunct / non‑filing), an application can be filed with NCLT within 3 years from the date of the Registrar’s striking‑off order or notification in the Official Gazette.

Key eligibility and conditions

The company must have been struck off under Section 248 (either Suo‑moto by ROC or by order of NCLT).

The applicant must show that the company was in operation or had assets/liabilities, or that revival is in the public interest or equitable.

Pending statutory compliances (financial statements, annual returns, with‑drawals, etc.) must be rectified or regularised as ordered by the NCLT.

Procedure for Revival

1. Prepare petition in Form NCLT‑9 along with prescribed fee, annexing board resolution, list of directors, members, creditors, and documents proving the company’s active existence or reasons for revival.

2.Serve notice to the Registrar of Companies (ROC) and other concerned authorities (e.g., Income Tax, GST) at least 14 days before the hearing.

3.NCLT hearing: The Tribunal examines merits, objections (if any from ROC or third parties), and may call for additional documents.

4.Restoration order: If the NCLT is satisfied, it passes an order directing restoration of the name in the ROC’s register and may impose conditions (clear overdue filings, penalties, etc.).

5. Steps after restoration order

File the certified copy of NCLT order with ROC in Form INC‑28 within 30 days, along with re‑filing of pending annual financial statements and annual returns.

Pay any outstanding fees, penalties, and applicable charges to the ROC to regularise the company’s status.

Effects of Revival

• Company is deemed to have continued in existence as if its name was never

             struck    off   

• It can resume business operations
• All legal rights and liabilities are restored     

Conclusion

Revival of a struck-off company provides a second chance to businesses that have been non-compliant or inactive. The provisions under the Companies Act, 2013 ensure that genuine entities can be restored and continue operations. However, companies must maintain regular compliance to avoid such situations in the future.