- Vishal Wason
- | Company Law - Articles
- 13 Sep 2020
- 16,641 Views
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Each organization is begun with a dream to keep up its business continuously, but not all businesses square measure effective since quite an whereas past run. As we have a tendency to as of currently recognize, that there’s positive technique to consolidate a company, run a company, in like manner, there’s an exact system to shut a company. As on date, there square measure 2 alternative ways to shut a company:-
1. Strike off company
2. Winding up of company
Page Contents
- 1. What is meaning of striking off of company name?
- 2. Which Company can get close in Strike off?
- 3. What are the ways for close the Company?
- 4. What are the main checklists needs to be considering before closing of the Company?
- 5. When Company cannot make an application for striking off?
- 6. Whether members approval is required for striking off Company ?
- 7. Which forms required to be filed for strike off Company?
- 8. What are the fees for e-form MGT-14 and e-form STK-2?
- 9. What is the procedure to strike of company in case of voluntary striking off of company?
- 10. What are the documents which are required for closure of the Company?
- 11. How much times involved in strike of company name from the register of companies?
1. What is meaning of striking off of company name?
Striking off of company suggests that closing of a non profitable venture company. In different words it’s the quickest and easiest method to shut an organization.
2. Which Company can get close in Strike off?
Any company can get strike off whether it’s a
1. Private company
2. One-person company
3. Public company
3. What are the ways for close the Company?
A company can get strike off in two ways:-
- Suo-moto (Voluntary Striking off)
- By Registrar of Companies
4. What are the main checklists needs to be considering before closing of the Company?
- The company has filed its upto date all the financial statements and annual return with the Registrar of Companies.
- The company does not have any management disputes or there is no litigation pending with regard to management or shareholding of the company.
- No order is in operation staying filing of the documents by a court or tribunal or any other competent authority.
- the company is not a company incorporated for charitable purposes under section 8 of the Companies Act, 2013 or section 25 of the Companies Act, 1956
- The company is neither listed nor delisted for non-compliance of listing agreement.
- is being wound up under Chapter XX of this Act or under the Insolvency and Bankruptcy Code, 2016.
- No inquiry, technical scrutiny, inspection or investigation is ordered or pending against the company.
- No prosecution or any compounding application for any offence under the Act or under any of the other Acts is pending against the company or against the undersigned.
- A company has failed to commence its business within one year of its incorporation.
- The company is not carrying on any business or operations as revealed after the physical verification carried out under section 12(9) of the Act.
- Company is not carrying on any business or operation for a period of two immediately preceding financial years and has not made any application within such period for obtaining the status of a dormant company under section 455.
5. When Company cannot make an application for striking off?
- has made an application to the Tribunal for the sanctioning of a compromise or arrangement and the matter has not been finally concluded;
- has engaged in any activity
- the company at any time in the previous 3 months:- has changed its name or shifted its registered office from one State to another;
6. Whether members approval is required for striking off Company ?
Yes. Member’s approval is required through Special resolution for striking off company
7. Which forms required to be filed for strike off Company?
Two e-forms are required for striking off of company:-
a) MGT-14
b) STK-2
8. What are the fees for e-form MGT-14 and e-form STK-2?
MGT-14 has normal associated fees in accordance with the authorized share Capital of the Company.
STK-2:- INR 10,000/-
9. What is the procedure to strike of company in case of voluntary striking off of company?
The procedure is extremely easy and is completed step wise:-
1. Call a board meeting in accordance with the Secretarial standards and Companies Act 2013
2. Convene Board meetingto pass the following resolutions:-
-
- To take note of statement of accounts
- To authorise directors to sign the Indemnity Bond and Affidavits as per Form STK-3 and Form STK-4
- To authorise a director to digitally sign the application in e-Form STK-2.
- To fix the day, date, time and venue of general meeting.
- To approve the notice of general meeting.
3. Prepare draft minutes of the board meeting and circulate, within a period of fifteen days from the date of conclusion of that meeting, to all directors, by hand/speed post/registered post/courier/e-mail or by any recognized electronic means, for their comment(s).
4. Convene general meeting to pass a special resolution to make an application with the Registrar of Companies for striking of name.
5. File e-Form MGT-14 along with copy of special resolution with the office of the Registrar of Companies, within thirty days of passing of special resolution
6. Prepare Indemnity Bond in Form STK-3 and Prepare Affidavits in Form STK-4
7. Prepare statement of accounts and have it certified by a chartered accountant.
8. File e-Form STK-2 with the ROC within thirty days of date of statement of accounts.
9. The Registrar shall publish a notice in Form STK-6 of the same after receiving application for inviting objections, if any.
10. What are the documents which are required for closure of the Company?
- Certified true copy of board resolution for authorisation given for filing this application.
- Registered Digital Signature Certificate of director for signing the form.
- Memorandum of association of the Company
- Article of Association of the Company.
- Proof of identity (PAN Card/Aadhar Card/Voter ID card).
- Residence proof (Passport/Driving License/Voter ID Card)
- Statement of account duly certified by a chartered accountant.
- Affidavit in Form STK-4 and Indemnity bond in Form STK-3 duly notarised.
- Certified true copy of special resolution
11. How much times involved in strike of company name from the register of companies?
Once an application is filed for striking off of company with the respective Registrar of Companies (ROC) after verifying the documents the RoC will strike off the name of the company and this procedure normally takes 3-4 months. However, if any objection is received from ROC this process might take extra time or even reject the application.
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Disclaimer: – The above article is prepared to keep all the significant and fundamental inquiry which comes at the top of the priority list of an expert or other stakeholders while applying for striking off of organization. The author has attempted to cover all the significant details. Under no situation, the author will not at risk for direct, indirect, special or incidental damage resulting from, arising out of or in connection with the use of the information.
The Author is an Advocate and Company Secretary by Profession and provides a varied array of services including Start-ups mentor, Secretarial, Legal, Trademark, taxation, Audit, GST, Bookkeeping and another ancillary advisory service on Pan India basis and can be contacted through email id:- vishal@legalforever.com and Contact Number: 91-9873-705-725
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