Section 356 of the Companies Act, 2013
Section 356 of the Companies Act, 2013
📜 Restoration of Company Wound Up by Tribunal
🔹 Full Text of Section 356:
(1) Where a company has been dissolved, whether in pursuance of this Act or otherwise, the Tribunal may at any time within two years from the date of the dissolution, on application by the Company Liquidator or any other person who appears to the Tribunal to be interested, make an order, upon such terms as the Tribunal thinks fit, declaring the dissolution to have been void; and thereupon such proceedings may be taken as might have been taken if the company had not been dissolved.
(2) The Tribunal shall,—
(a) forward a copy of the order, within thirty days from the date thereof, to the Registrar who shall record the same; and
(b) direct the Company Liquidator or the person on whose application the order was made, to file a certified copy of the order with the Registrar within thirty days of the order.
🔍 Explanation:
This section allows for the restoration of a company that has already been dissolved.
The Tribunal (NCLT) can declare the dissolution void, but only within 2 years from the date of dissolution.
Application for such restoration can be made by:
The Company Liquidator, or
Any interested person (e.g., creditor, shareholder, etc.).
After the Tribunal’s order:
The Registrar of Companies (RoC) must be notified.
A certified copy of the order must also be filed with the RoC.
📌 Key Use Case:
If a company was mistakenly or unfairly dissolved (e.g., assets were discovered later or litigation was pending), Section 356 allows it to be restored and treated as if it was never dissolved.
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