Company Closure

Voluntary strike-off (closure without formal winding-up) is governed by Section 248(2), Companies Act 2013, read with Rule 4, Companies (Removal of Names of Companies from Register of Companies) Rules 2016. Eligible companies are those that have had no business or operations for the two immediately preceding financial years and have not applied for dormant-company status, or that have not commenced business within one year of incorporation. The company must first extinguish all liabilities, obtain approval by special resolution (or consent of 75% of members by value), and prepare a statement of accounts (not older than 30 days before the application) certified by a Chartered Accountant. The application is filed in Form STK-2, with a government fee of ₹10,000. The Registrar then issues a public notice (Form STK-6) inviting objections within 30 days before publishing the striking-off notice in the Official Gazette (Form STK-7). Directors and past officers remain personally liable for any outstanding dues or liabilities notwithstanding the strike-off, per Section 248(7) and Section 248(8).

Company closure is the legal ending of a company's existence. For a company that has stopped doing business, the cleanest route is strike off by the Registrar under Section 248 of the Companies Act 2013 — the Registrar removes the company from the register of companies, and the company is dissolved. The company applies in Form STK-2, and the Registrar strikes it off where it has ceased to carry on business and has no pending liabilities. For companies that cannot meet the strike-off conditions, voluntary liquidation under the Insolvency and Bankruptcy Code 2016 is the alternative.

The point of closure is to stop the clock on obligations. A company that simply stops operating but never closes keeps accumulating them: annual filings fall due, additional fees under Section 403 accrue, directors' duties continue, and the company's name stays live on the MCA record where it blocks the directors from other ventures and invites the Registrar's own action. Closure converts an open, decaying file into a closed one.

The cost of abandoning a company instead of closing it properly is deferred but real. The Registrar can strike off a defunct company on its own motion under Section 248, but a company that has assets, liabilities or pending tax matters needs the disciplined route — because on dissolution under Section 248, the property of the company vests and liabilities of the directors and members can survive the company's existence (VERIFY: Section 248(7) of the Companies Act 2013 preserves director liability post-strike-off).

This service is for companies that have ceased business and want a clean end — with the tax returns filed, the liabilities settled and the strike-off completed. We assess eligibility under Section 248, clear the pending statutory filings and tax positions, prepare the board resolution and Form STK-2, file with the Registrar, and follow the matter through the notice period to the dissolution notification.