Company Revival

Section 252 of the Companies Act 2013 gives the National Company Law Tribunal (NCLT) jurisdiction to restore a company struck off under Section 248. A member, creditor, workman, or the company itself may file an application within 20 years of the strike-off order. The application is made in Form NCLT-9 and, once the NCLT passes the restoration order, Form INC-28 is filed with the Registrar of Companies to give effect to the order.

Section 252(3) read with Rule 87A of the NCLT Rules 2016 allows the Registrar of Companies to restore a company without an NCLT hearing where the company was struck off on its own application under Section 248(1) and the Registrar is satisfied the strike-off was erroneous. This administrative route typically takes 30-60 days versus 4-6 months via the NCLT, but is not available where strike-off was initiated suo motu by the Registrar under Section 248(2).

Upon restoration the company is treated as though it was never struck off. All overdue annual returns (Form MGT-7 / MGT-7A under Section 92) and financial statements (Form AOC-4 / AOC-4 XBRL under Section 137) for every year since incorporation must be filed. Additional late fees under Section 403 accumulate per day of default, and the Registrar may require compounding of offences under Section 441 before the MCA portal is unblocked for the company.

Yes. Because the company is treated as continuously existing, all income-tax return obligations under Section 139 of the Income-tax Act 1961 (Section 263 under ITA 2025 for Tax Years from 2026-27 onwards) for the gap years revive. Interest under Sections 234A, 234B, and 234C (Sections 446, 447, and 448 under ITA 2025) and the late-filing fee under Section 234F (Section 451 under ITA 2025) become payable once the belated returns are filed. We map each gap year to the correct act and section before filing.

Disqualification under Section 164(2) — which attaches automatically to all directors of a company that has not filed financial statements or annual returns for three consecutive years — does not prevent filing the revival application, but the disqualified directors cannot act for any other company until the disqualification is removed. The NCLT typically conditions the restoration order on the company filing all overdue returns. Once the company is restored and filings are current, the disqualification under Section 164(2)(a) ceases prospectively for that company, though a separate DIN restoration application may be needed for other companies where the director was also disqualified.