Strike off of Companies under Companies Act, 2013

 

 

 

 


Introduction

Strike off of Companies under Companies Act, 2013

MCA has revised the procedure of striking off the name of the company from the register of companies maintained by the Registrar of Companies vide its notification dated 26th December 2016 on notifying Section 248 to 252 of the Companies Act, 2013. The provisions relating to Strike Off provide an opportunity to the defunct companies to get their names struck off from the records of the ROC. To provide a procedural aspect of Strike Off under Act, MCA has issued Companies (Removal of Names of Companies from the Register of Companies) Rules, 2016.

Grounds of strike off

The Company without prejudicing the provisions of above may by its own by passing special resolution or with the consent of seventy-five per cent members in terms of paid-up share capital of the Company file an application in the prescribed manner to the Registrar for removing the name of the company from the register of companies on the following grounds mentioned in Section 248(1):

• If a company has failed to commence its business within one year of incorporation;

• If the company is not carrying out any business or operations for a period of two immediately preceding financial years and has not made any application within such period for obtaining the of Dormant Company under Section 455 of the Act.

Procedure for Strike Off

  1. The Company shall hold Board Meeting to get approval from Board of Directors for striking of a name of the Company and shall approve the notice of EGM.
  2. The Company shall take approval from Shareholders by passing the special resolution in General Meeting for such strike off or with the Consent of Seventy Five percent members.
  3. The Company is regulated by any other authority than shall take approval from them.
  4. After taking approval the Company shall file an application in form STK-2 along with the following documents:
  5. After receiving an application, ROC shall publish a public notice STK-6. Any objection on proposed strike off shall be sent within 30 days.
  6. After complying all the process, ROC shall strike off the name and dissolve the company by sending notice in the official gazette in form STK-7.

Restriction for making an application by Company by its own

The Company cannot make an application on its own if the following transaction is made at any time before 3 months of making an application:

   Any change in the name of the Company

   Change in registered office from one state to another state.

   The company has made a disposal of a value of property or rights held by it, immediately before cesser of trade business.

   The company has engaged in any other activity except the one which is mandatory or expedient for the purpose of making an application under that section.

   An application has been made by the company to the National Company Law Tribunal (“Tribunal”) for the sanctioning of a compromise or arrangement, and the matter has not been finally concluded.

   The company is being wound up under Chapter XX by the Tribunal.

Documents Required

   Certified True Copy of Board resolution authorizing the filing of this application

   List of Present Director(s) of the Company.

   Certified True Copy of Special resolution passed or copies of consent of Seventh-five percent of the Members obtained under sub-section (2) of section 248, as applicable.

   Indemnity bonds [to be given individually or collectively by the director(s)] in Form No. STK-3.

   Affidavit by every Director of the Company in Form No. STK-4.

   Statement of accounts containing assets and liabilities of the company made up for a day, not more than thirty days before the date of application and certified by a Chartered Accountant.

   A statement regarding pending litigation, if any, involving the company.

Then, we at Compliance Advisor, provide hassle free solution for Strike off the name of the Company as per Companies Act, 2013.

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