Revival of Struck off Companies

Struck off companies are those companies which have not been filing their annual compliances for a couple of years or more. Such companies are therefore considered (by ROC) not to carrying on their business. Has your entity being struck off from the Register of Companies, you are at right place to take off your worries.

In 2016 over 1.63 lakh companies have not been carrying out business activities for long have been deregistered and a series of actions against such shell companies have been taken by ROC. These actions of government have caused a huge disturbance to the companies which were carrying on the business legally but have not done their statutory filings. Though the ROC must have served notices as mandated under Section 248 on the registered email ids of the Companies before striking them off, in many cases, there were complaints of not receiving any notice.

Who Can Apply for Revival of Struck Off Companies?

Any company which has been struck off by the Registrar of Companies (ROC) under section 248 of the Companies Act, 2013, or its directors, members, creditors or workers can apply for revival. The application must be made within 20 years from the date of the strike by filing a petition with the National Company Law Tribunal (NCLT). The applicant must validate that the company was operating or had practical cause for non-compliance at the time of strike-off.

The revival of a struck off company brings with it a number of legal, financial, and operational benefits that facilitate business continuity and restoration of compliance:

• Restoration of Legal Entity: The Company recovers its corporate identity, allowing it to resume all lawful activities under the Companies Act, enter into contracts and continue business operations.
• Asset Protection and Recovery: Revival protects ownership and control over both movable and immovable assets, guaranteeing that company assets are not illegally transferred or liquidated.
• Access to Financial Services: The Company can reboot PAN, bank accounts and credit facilities, rebuild its credit profile and elevate capital for ongoing and future projects.
• Legal Continuity in Proceedings: Revival allows the company to secure or initiate legal action, continue income tax proceedings, and respond to notices that were stayed by the strike.
• Compliance and Good Standing: It gives the company an opportunity to clean up past lapses and rebuild itself as a fully compliant entity with the Ministry of Corporate Affairs (MCA).
• Government Tenders and Bids: Once revived, the company becomes qualified to participate in government tenders, subsidies, and government procurement opportunities, which are limited to active companies.

Initiating the revival of a struck off company needs accurate documentation to prove that the entity was active or has a legitimate reason for revival. These documents are important to build a strong case before the NCLT:

• Petition under NCLT Form STK-2: It is the formal application form submitted for revival.
• Affidavit & Indemnity Bond: Implemented by directors confirming accountability and commitment to compliance.
• Financial Statements: Latest audited financials help showing ongoing business or financial activities.
• List of directors
• Signed copy of MOA and AOA
• Copy of Board resolution
• Signed ITR acknowledgement copy
• Latest balance sheet 
• Vakalatnama / Memorandum of appearance
• Signed financial statement since when a company has not filed with ROC
• Proof of sending application copy with ROC and Income Tax department
• Copy of Bank statement 
• Proof regarding payment of application form.

The revival process is a structured legal proceeding that permits a company to be restored to the register of companies. Below is the detailed step by step process of the revival under Indian corporate law:

• Filing the Petition with NCLT: The process begins with the preparation and submission of supporting documents, affidavits, and required fees along with Form NCLT-9. A professional legal advisor usually drafts the petition.
• Issuance of Notices and Hearings: The NCLT issues notices to the Registrar of Companies (ROC) and any other parties involved. A hearing is arranged where both sides will present their arguments.
• Tribunal’s Order for Restoration: On being satisfied with the petition, the NCLT passes a formal order for revival. The order may comprise requirements such as filing outstanding returns and paying late fees or penalties.
• Submission of NCLT Order to RoC: The Company has to file Form INC-28 along with the ROC attaching the NCLT order. This formally restores the name in the company to the records of the MCA.
• Post-Revival Compliance and Activation: The revived company must promptly submit pending annual filings, including Forms AOC-4 and MGT-7, and comply with any compliance instructions issued by the Tribunal.

Corpseed is a top consultancy firm offering reliable, end-to-end assistance in company law, regulatory compliance, and business revival services. When it comes to reviving struck off companies, Corpseed ensures a smooth, efficient, and legally compliant process tailored to your business needs.

• End-to-End Legal Assistance: Our team handles the entire NCLT filing and documentation process, reducing legal risks and errors.
• Expert Representation: We provide experienced legal professionals to represent your case before NCLT with detailed submissions.
• Customized Revival Strategy: We assess the unique condition of your business and build a customized legal roadmap to reinstate your company quickly and compliantly.
• Post-Revival Compliance Support: From overdue annual returns to tax registrations and bank account reactivation, we help bring your company back to active status.
• Technology-Driven Compliance: Our tech enabled solutions keep track of filings, deadlines, and legal obligations, helping you maintain compliance even after revival.