Strike Off Process of Companies

Step-by-Step Strike-Off Procedure: 

1. Board Meeting (Notice of BM 7 days before BM) 

• Hold a Board Meeting to pass a resolution for strike-off.

• Approve the proposal and authorize a director to sign and file the application.

2. Clear Liabilities

• The company must have zero liabilities. 

3. Shareholders’ Approval (General Meeting) 

 (Timeline -notice atleast 21 days before)

Conduct a General Meeting of shareholders.

• Pass a special resolution (requires 75% approval).

• Alternatively, obtain consent from 75% of shareholders in terms of paid-up share capital.

• File FORM MGT-14 with ROC, 30 days from the date of passing the Special Resolution

4. Prepare and File Form STK-2 with MCA

• File Form STK-2 online with the Ministry of Corporate Affairs (MCA).

Attachments required: 

• Indemnity Bond (Form STK-3) – from all directors.

• Affidavit (Form STK-4) – from all directors.

• Board Resolution and Special Resolution copy.

• Statement of Accounts (certified by CA) – not older than 30 days from filing.

• PAN card and Aadhar card of directors.

• Bank closure certificate 

• Copy of shareholder resolution.

5. Acknowledgment and Processing by ROC

• ROC will examine the application and may ask for clarifications.

• If satisfied, ROC will publish a notice in the official gazette and on the MCA website for public objection (30 days window).

6. Final Strike-Off

• After the notice period, if no objection is received, the company’s name is struck off and it is dissolved. 

• ROC issues a Notice in Official Gazette and updates the status on MCA portal. 

⏳ Timeframe:

• Typically 3 to 6 months, depending on documentation and ROC processing.

💰 Fees:

• Government filing fee for STK-2 is ₹10,000.

Provided that no application in Form No. STK-2 shall be filed by a company unless it has filed overdue returns in Form No. AOC-4 (Financial Statement) or AOC-4 XBRL, as the case may be, and Form No. MGT-7 (Annual Return), up to the end of the financial year in which the company ceased to carry its business operations”. 

OUR WORKING:

List of attachments of Form MGT 14: 

 1. Certified true copy of Board Resolution

2. Certified true copy of Special Resolution

3. Notice and explanatory statement of Extra Ordinary General Meeting List of attachments of Form STK 2:

 1. Certified true copy of Board Resolution

 2. Certified true copy of Special Resolution

 3. Indemnity Bond duly notarized by all directors (in Form STK 3)

4. An affidavit in Form STK-4 by every director of the company

 5. a statement of accounts in Form STK 8 containing assets and liabilities of the company made up to a day, not more than thirty days before the date of application and certified by a Chartered Accountant; 

6. A statement concerning any pending litigations if any applicable to the company.