Restoration of struck-off company justified where financial records show ongoing business activity before strike-off, subject to compliance safeguards.

A struck-off company may be restored to the register when contemporaneous income tax returns and bank statements show that it was carrying on business and maintaining banking transactions during the relevant period before strike-off. The tribunal treated prior incorporation, ongoing operations, and the registrar's action for non-filing of statutory returns as supporting restoration, and ordered reinstatement subject to compliance safeguards. Those safeguards included belated statutory filings, deposit of expenses, preservation of assets until compliance, and related undertakings to regularise the company's position.

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Issues: Whether the struck-off company was liable to be restored to the register under Section 252(3) of the Companies Act, 2013 on proof that it had been carrying on business and had operations in the period preceding striking off.

Analysis: The Application was supported by income tax returns and bank statements showing business activity and banking transactions in the years immediately preceding the strike-off. The record also showed that the company had been incorporated earlier and had been operating as a going concern, while the Registrar had proceeded to strike off the name for non-filing of statutory returns. On the materials placed, the Tribunal found that the company had demonstrated sufficient business operations for the relevant two-year period prior to strike-off, making restoration appropriate. The Tribunal also imposed conditions requiring belated statutory filings, deposit of expenses, preservation of assets until compliance, and other consequential undertakings.

Conclusion: Restoration of the company to the register was justified and was ordered in favour of the applicant, subject to the stated compliances and safeguards.

Ratio Decidendi: Where a struck-off company establishes by contemporaneous financial and banking records that it was carrying on business in the period preceding strike-off, restoration under Section 252(3) is warranted, subject to compliance with statutory obligations and protective conditions.

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