Struck-off company restoration requires proof of ongoing business activity and a valid basis to challenge the strike-off.

A struck-off company will not be restored unless it shows that it was carrying on business or operations, or that the statutory basis for strike-off is otherwise unsustainable. Here, the company had admitted defaults in filing financial statements and annual returns for multiple years, received strike-off notices, and failed to submit effective objection or convincing proof of existing or prospective business. The audited accounts reflected only nominal balances and no meaningful turnover or activity. On those facts, the NCLT found no infirmity in the Registrar's action and held that restoration was not warranted.

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Issues: Whether the company's name, struck off by the Registrar, should be restored in the register on the ground that it was carrying on business or had a sufficient basis for revival.

Analysis: The petition seeking restoration was examined against the company's admitted defaults in filing financial statements and annual returns for multiple years. The record showed issuance and publication of strike-off notices, followed by dissolution after no effective objection was received. The company failed to produce convincing proof of existing or prospective business, and the audited accounts indicated only nominal balances with no meaningful business activity or turnover. On these facts, the Bench held that the company was not carrying on business or operations within the meaning of section 248(1)(c) of the Companies Act, 2013 and found no infirmity in the Registrar's action.

Conclusion: Restoration of the company's name was not warranted and the petition was rejected.

Final Conclusion: The striking off of the company's name was upheld because the company failed to establish ongoing business activity or any sufficient ground for interference with the Registrar's action.

Ratio Decidendi: A struck-off company is not entitled to restoration unless it demonstrates that it was carrying on business or operations and that the statutory basis for strike-off is unsustainable.

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