Who can apply
A company can apply to the Registrar to strike off its name under section 248(2) if it has extinguished all its liabilities and either:
- has not carried on business for the two immediately preceding financial years, or
- has not started business within a year of incorporation.
The application needs a special resolution, or the consent of members holding 75% of the paid-up capital.
A company cannot apply if, in the last three months, it changed its name or registered office state, disposed of property for value, or did anything other than what is needed to close. It also cannot apply while a scheme of arrangement or a winding-up is pending.
What is filed
| Document | Purpose |
|---|---|
| STK-2 | Application to strike off, with the MCA fee |
| STK-3 | Indemnity bond from every director |
| STK-4 | Affidavit from every director |
| Statement of accounts | Assets and liabilities certified by a chartered accountant, made up to a date within 30 days of filing |
| Resolutions | Board resolution and special resolution or 75% consent |
Applications are processed by MCA's Centre for Processing Accelerated Corporate Exit (C-PACE). After a public notice in STK-6 and a 30-day window for objections, the company is dissolved by notice in STK-7.
Before you apply
- Close the bank account once all dues are settled.
- Cancel GST and other registrations.
- File pending financial statements and annual returns. MCA generally expects these up to the end of the financial year in which the company stopped business.
Closing an LLP
An LLP that has not carried on business for one year or more can apply in Form 24, with the consent of all partners and a statement of accounts. Its pending Form 8 and Form 11 are usually filed first.
Questions we are asked
How long does a strike-off take?
Typically three to six months after filing, depending on C-PACE's queue and whether anyone objects to the public notice.
Our company has pending ROC filings. Can it still be closed?
Usually the pending financial statements and annual returns up to the year the business stopped must be filed first. Use the late fee calculator to compare the cost of catching up with keeping the company.
Is dormant status a better option?
If you may need the company again within a few years, dormant status in MSC-1 keeps it alive with lighter compliance. If not, a strike-off ends the cost permanently.