Learn the complete process of company strike off under Section 248 of Companies Act 2013. Includes STK-2 filing procedure, documents required and government fees.

The process of company strike off is governed by Companies Act, 2013 under Section 248. Through this process, a company can apply to remove its name from the Register of Companies by filing Form STK-2 with the Ministry of Corporate Affairs (MCA).

Once the strike-off application is approved, the company is considered dissolved and no longer exists as a legal entity.

What is Company Strike Off?

Company strike off is the process of removing a company’s name from the official records of the Registrar of Companies.

A company can apply for strike off if:

✔ It has not commenced business since incorporation, or
✔ It has ceased to carry on business or operations.

The strike-off application is filed using Form STK-2 on the MCA portal.

Eligibility for Strike Off (Section 248)

A company can apply for strike off if the following conditions are satisfied:

✔ The company has no outstanding liabilities
✔ The company has ceased business operations
✔ All directors consent to the strike off
✔ The company has filed necessary financial statements and returns (where applicable)

Companies Not Eligible for Strike Off

Certain companies are not allowed to apply for strike off under Section 248, including:

Companies that have changed their name in the last 3 months
Companies that have shifted their registered office to another state recently
Companies engaged in ongoing legal proceedings
Companies that have disposed of property outside the normal course of business

Documents Required for Company Strike Off (Form STK-2)

While applying for company strike off under Section 248 of the Companies Act, 2013, certain documents must be attached with Form STK-2 on the MCA portal. These documents confirm that the company has ceased operations and has no outstanding liabilities.

The important documents required for filing Form STK-2 include:

Indemnity Bond (Form STK-3) signed by all directors stating that they will be responsible for any future liabilities of the company even after the strike off.
Affidavit (Form STK-4) from each director declaring that the company has stopped carrying on business and does not have any pending liabilities.
Statement of Accounts certified by a Chartered Accountant showing nil assets and liabilities. The statement must not be older than 30 days from the date of filing the strike-off application.
Special Resolution passed by shareholders approving the strike off of the company. In certain cases, consent from 75% of the shareholders in terms of paid-up share capital is required.
Board Resolution authorizing the directors to file Form STK-2 with the Registrar of Companies.
Copy of PAN and identity proof of directors (sometimes attached for verification purposes).
Bank Closure letter

These documents ensure that the company is eligible for strike off and there are no outstanding obligations before the company is removed from the register.

Step-by-Step Process of Company Strike Off

Step 1 – Hold Board Meeting

Directors pass a board resolution to propose strike off and approve calling a general meeting.

Step 2 – Pass Special Resolution or take consent from 75% shareholder in terms of paid up share capital

Shareholders pass a special resolution approving the strike off of the company.

Step 3 – Prepare Documents

Prepare:

Indemnity Bond (STK-3)
Affidavit (STK-4)
Statement of Accounts
Resolutions

Step 4 – File Form STK-2

The company files Form STK-2 on the MCA portal along with required documents.

Step 5 – Government Fee

A government filing fee of ₹10,000 is payable for Form STK-2.

Step 6 – ROC Examination

The Registrar of Companies examines the application and publishes a notice for objections.

Step 7 – Final Strike Off

If no objections are received, ROC strikes off the company and publishes the notice in the Official Gazette.

Important Points to Remember

✔ Company must have no pending liabilities
✔ All bank accounts should be closed before filing STK-2
✔ GST registration should be cancelled if applicable
✔ ROC may ask for additional clarification or documents