For a myriad of reasons, a company may have been previously struck off and now the shareholders and or directors wish to have it restored. By restoration, we refer to having the name of the company restored to the register of companies.

There are two methods to have the company restored:

  1. Court-ordered restoration; and
  2. Administrative restoration

As the term suggests, court-ordered restoration means applying to the Court to obtain a court order to have the company restored. In this article, we will discuss the other method, administrative restoration.

 

Administrative restoration

For administrative restoration, the application is made under section 344D of the Companies Act 1967. This application is made to the registrar of companies, i.e., the Accounting and Corporate Regulatory Authority (ACRA). ACRA has full discretion as to whether to approve such an application. In the event that ACRA does not approve the application to have the company restored, then the only other method, by way of application to the Court to obtain a court order, would apply. For administrative restoration, the only parties that have the standing to make such an application would be the former directors or former shareholders.

However, if ACRA approves the application, then the company is restored effective from the date which ACRA informs the applicant of its decision to allow the restoration. ACRA will publish a notice of the restoration of the company on its website. The company is restored immediately from that point on.

 

Which is easier? Court-ordered restoration or administrative restoration?

In terms of procedure, the administrative restoration route is easier. However, the restoration is solely based off ACRA’s discretion. In essence, the applicant is telling ACRA that the company was possibly wrongly struck off previously. Through experience, this method may take longer and approval rates are relatively low. Please remember that it was ACRA that had approved the striking off application in the first place.

When a court order is obtained, for a party to not adhere to a court order would equate to a contempt of court. Therefore, if an applicant obtains a court order to have the company restored, ACRA cannot do otherwise. It is compelled by the court order to restore the company. Doing otherwise would mean that ACRA is in contempt of that court order.

Most of our clients choose the court-ordered restoration route. The success rate, for the reasons provided to the court, is extremely high.

 

If you are looking to have a company restored to the register of companies, you can contact the Raffles Corporate Services corporate compliance team at [email protected].

 

Yours sincerely,

The editorial team at Raffles Corporate Services