Strike Off of a Company

Striking off is the simplest, cheapest, and cleanest way to formally close an inactive company in India. Filed under Section 248 of the Companies Act, 2013 in Form STK-2, the application now goes to the Centre for Processing Accelerated Corporate Exit (C-PACE), which has cut closure timelines to under two months. Leaving a dormant company open only piles up filing fees, penalties, and disqualification risk. Samkhya handles your company’s strike-off end to end.

Strike Off of a Company: A Detailed Guide

A strike-off removes a company’s name from the Register of Companies, legally dissolving it under Sections 248 to 252 of the Companies Act, 2013. It can be voluntary, the company itself applying in Form STK-2 under Section 248(2) with the approval of 75% of shareholders, or suo moto, where the Registrar removes a defunct company. A company can apply voluntarily if it has not commenced business within one year of incorporation, or has not carried on business for the two preceding financial years, and has nil liabilities, no open charges, and all dues settled. Since May 2023, all applications are processed by the Centre for Processing Accelerated Corporate Exit (C-PACE), which has reduced timelines from over two years to under two months. A struck-off company can still be revived through the NCLT under Section 252 within twenty years.

Why Formally Strike Off

Formally striking off brings real benefits:

  • Ends Compliance: It stops the annual AOC-4, MGT-7, and audit obligations for good.
  • Stops Penalties: It ends the Rs. 100-per-day late fees that pile up on a dormant company.
  • Avoids Disqualification: It removes the risk of directors being disqualified for non-filing.
  • Clean and Cheap: It is far simpler and cheaper than a formal winding-up.
  • Fast with C-PACE: C-PACE processes a clean application in under two months.
  • A Clear Exit: It gives a definite legal end to a company that has served its purpose.

Conditions for Strike Off

A company can be struck off only if:

  • Inactive or Never Started: No business for two financial years, or not commenced within one year.
  • Nil Liabilities: All loans, dues, and statutory liabilities must be cleared.
  • No Open Charges: There must be no charges pending on the MCA portal.
  • Dues Settled: Income tax, GST, EPFO, and ESIC dues must be settled.
  • Bank Accounts Closed: All bank accounts must be closed, with proof.
  • Excluded Companies: Section 8 companies, listed companies, and those under inspection or litigation cannot apply.

The Strike Off Forms

Strike-off involves a set of forms:

  • Form STK-2: The application for strike-off, filed with C-PACE.
  • Form STK-3: The indemnity bond by the directors.
  • Form STK-4: The affidavit by the directors.
  • Form STK-8: The statement of accounts, certified by a CA and not older than 30 days.
  • MGT-14: Filed for the special resolution approving the strike-off.
  • STK-7: The dissolution notice published by the ROC in the Official Gazette.

Who Can Apply

Voluntary strike-off is open to:

  • Private limited companies, OPCs, and eligible public companies that are inactive.
  • Companies that never commenced business after incorporation.
  • Companies with nil liabilities and no pending dues or charges.
  • Companies with no ongoing litigation, inspection, or prosecution.
  • Companies that have not made significant transactions in the last three months.

C-PACE and the Process

Voluntary strike-off is filed on the MCA V3 portal and routed to the Centre for Processing Accelerated Corporate Exit (C-PACE). The company first clears all pending filings and liabilities and closes its bank accounts, passes a board resolution and a special resolution (75% of shareholders, filed in MGT-14), and prepares the CA-certified statement of accounts (STK-8), the indemnity bond (STK-3), and the affidavits (STK-4). It then files Form STK-2 with the Rs. 10,000 fee, certified by a practising professional. The ROC, through C-PACE, issues a public notice with a 30-day objection window, and if no valid objection is received, strikes off the company and publishes the STK-7 dissolution notice in the Official Gazette, after which the Certificate of Incorporation stands cancelled.

Documents Required

For the Application:

  • The CA-certified statement of accounts (STK-8) not older than 30 days.
  • The indemnity bond (STK-3) and affidavits (STK-4) from the directors, and the special resolution or consent of 75% of members.

Supporting:

  • Proof of closure of bank accounts and the latest income tax return.
  • The board and shareholder resolutions, and the directors’ identity and Digital Signature Certificates.

Strike Off Process

Striking off a company follows a clear sequence:

  1. Confirm the company is eligible and clear all pending filings.
  2. Settle all liabilities and close the bank accounts.
  3. Pass a board resolution and a special resolution, and file MGT-14.
  4. Prepare the CA-certified statement of accounts, indemnity bond, and affidavits.
  5. File Form STK-2 with C-PACE with the Rs. 10,000 fee.
  6. Respond to any query and await the 30-day public-notice window.
  7. Receive the STK-7 dissolution notice in the Official Gazette.

Close your Company with Samkhya

Closing your company with Samkhya Corporate Services is simple. Just follow these easy steps:

  • Tell us about your company: Share its status and pending items.
  • We confirm eligibility and clean-up: We check the conditions and clear the backlog.
  • Fill the form: Complete our online form and provide your records.

From there, our team handles the resolutions, forms, and C-PACE filing.

After Strike Off

Once a company is struck off:

  • Company Dissolved: The company ceases to exist from the Gazette notification date.
  • No More Business: It cannot transact, invoice, or operate bank accounts.
  • Director Liability: Directors remain personally liable for past dues under Section 251.
  • Keep Records: Retain the books and records, as liabilities can still be pursued.
  • Surrender Registrations: Ensure GST, PF, and other registrations are surrendered.
  • Revival Possible: The company can be revived through the NCLT within twenty years.

Fees, the CCFS 2026 Window, and Revival

The government fee for Form STK-2 is Rs. 10,000, with professional fees separate, and the strike-off is not a tax. Two points are worth noting. First, the current Companies Compliance Facilitation Scheme (CCFS) 2026, open until 15 July 2026, offers a 75% discount on the STK-2 fee along with a 90% waiver on the additional fees for clearing backlog filings before strike-off, a rare, time-limited saving. Second, even after strike-off, the directors remain personally liable for any past or undisclosed dues under Section 251, which is why the indemnity bond is required, and the company can be revived through the NCLT under Section 252 within twenty years. Clearing all dues before filing is therefore essential.

Company Strike Off at a Glance

Feature Detail
Governing Law Sections 248-252, Companies Act 2013.
Form STK-2, filed with C-PACE.
Government Fee Rs. 10,000.
Condition Inactive 2 years, or never commenced.
Timeline Under 2 months via C-PACE.
Revival NCLT within 20 years (Section 252).

Frequently Asked Questions

What is striking off a company?

It is the process of removing an inactive company’s name from the Register of Companies under Section 248, legally dissolving it, filed voluntarily in Form STK-2.

When can a company be struck off?

When it has not carried on business for the two preceding financial years, or never commenced business within a year of incorporation, and has nil liabilities and no pending dues.

How long does strike-off take now?

Since C-PACE was introduced, a clean application is typically processed in under two months, down from over two years earlier.

What is the fee for STK-2?

The government fee for Form STK-2 is Rs. 10,000, with professional fees separate; the CCFS 2026 window currently offers a discount until 15 July 2026.

Are directors liable after strike-off?

Yes. Under Section 251, directors remain personally liable for any past or undisclosed dues, which is why an indemnity bond is filed.

Can a struck-off company be revived?

Yes. A struck-off company can be revived through the NCLT under Section 252 within twenty years of the strike-off.