ROC compliance
Close a private limited company
If your company has stopped doing business, or never started, you can apply to the Registrar to strike its name off the register. We check that it qualifies, list what needs settling first, prepare the statement of accounts and the directors' declarations, and file STK-2. The MCA then examines the application and publishes the notice of strike off.
- Eligibility checked before you start
- Statement of accounts, indemnities and affidavits prepared
- STK-2 filed and followed up
- Checklist for closing the bank account, GST and other registrations
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Price
Strike off
₹9,999+ ₹1,800 GST
Filing in 7–10 working days once the company is ready; MCA processing time varies
- Check that the company qualifies for strike off
- Board resolution and shareholders' special resolution
- Statement of accounts certified by a chartered accountant
- Indemnity bond (STK-3) and affidavit (STK-4) for each director
- STK-2 application filed
- Replies to the MCA's queries until the strike-off notice
- Checklist for closing the bank account and cancelling GST and other registrations
Fees are before 18% GST. The MCA fee for STK-2, and any additional fees on pending filings, are paid at actuals. Pending annual filings and GST cancellation are separate services.
Who needs close a private limited company
- Companies that never started business
- Companies that have had no business for the last two financial years
- Founders who have moved on and want to stop the yearly filings
- Companies whose business has moved to another entity
Documents you'll need
Company records
- Certificate of incorporation, MOA and AOA
- Audited financial statements up to the year the business stopped
- Bank account closure letter, or the latest bank statement
- List of any remaining assets and liabilities
- Income tax returns for recent years
From each director
- PAN and Aadhaar
- DSC, valid and not expired
You upload these from your order page after you pay. Scans or clear phone photos are fine.
How it works
- 1
Check eligibility
We confirm the company has had no business for the last two financial years or never started, has no pending proceedings that bar strike off, and has its annual filings up to date.
- 2
Settle and close
All liabilities are paid off, the bank account is closed, and registrations such as GST are cancelled. Any pending annual filings are completed.
- 3
Resolutions and declarations
The shareholders pass a special resolution, or holders of 75% of the paid-up capital consent. Each director signs an indemnity bond and an affidavit, and a chartered accountant certifies the statement of accounts.
- 4
File STK-2
We file STK-2 with the attachments and pay the MCA fee at actuals.
- 5
MCA review and notice
The MCA's Centre for Processing Accelerated Corporate Exit (C-PACE) examines the application and publishes a public notice inviting objections. After that, the Registrar decides on the strike off. We answer queries along the way.
Who can apply for strike off
A company can apply if it didn't start business within a year of incorporation, or hasn't carried on any business for the two financial years before the application, and it has paid off all its liabilities. Its annual filings must be up to date to the end of the year in which it stopped business, and the shareholders must approve by special resolution or by consent of 75% of the paid-up capital.
Strike off isn't available while the company is under investigation or prosecution, or in insolvency or winding up, or within three months of changing its name, shifting its registered office to another state or selling property. A company with assets or creditors to deal with usually goes through voluntary liquidation instead, which we quote for separately.
After the company is struck off
Even after strike off, any liability of the directors, officers and members continues and can be enforced as if the company hadn't been dissolved. That's why the directors give indemnities, and why every debt and tax should be settled before applying.
The Tribunal can restore a struck-off company on an application within the time the law allows, for example by a creditor who shows the company shouldn't have been struck off. We suggest keeping the company's books and records after closure.
Frequently asked questions
How long does strike off take?
Our part takes 7–10 working days once the company is ready. After that, the MCA's review, the public notice and the final order take their own time, which can be some months, and we can't speed that up.
Our annual filings are pending. Can we still close?
Yes, but the pending AOC-4 and MGT-7 filings up to the year the business stopped must be filed first, with the MCA's additional fees. We quote for them separately.
Do we need to close the bank account first?
Usually, yes. The statement of accounts should show no assets or liabilities, so the bank account is closed and any balance paid out before applying.
What about GST and income tax?
The GST registration is cancelled and its final return filed. Income tax returns for the company's last years are filed, and any tax demand is settled before applying.
Can we close a company that still has assets?
Not by strike off. Assets must be sold or distributed and liabilities paid first. If that isn't simple, voluntary liquidation may be the better route, and we'll quote for it.
Is it cheaper to keep a company with no business?
A company with no business still has to get its accounts audited and file its returns every year. If you don't expect to use it again, closing it usually costs less over time. If you do, applying for dormant status is an option.