• Striking off name from ROC

> My private limited company was incorporated in November 2018.
> The company did not commence business.
> There is no bank account in the name of the company.
> Filing of AOC-4 was not done.

Please let me know:
1. What is the process to close the company? and more particularly:
2. Since the company does not have a bank account, Is it necessary to do AOC-4 filing with the ROC to close the company?
Asked 6 years ago in Business Law

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10 Answers

You can cancel the registration of that company through fast tract exit (FTE) by application to registrar or declare a dormant status for maximum of 5 years

Prashant Nayak
Advocate, Mumbai
34652 Answers
249 Consultations

If active din is required for online proceed you can do it offline by downloading application from MCA

Prashant Nayak
Advocate, Mumbai
34652 Answers
249 Consultations

You can go for Sou moto basis

 

Removal of company’s name from the register of companies on suo-moto basis is possible where the Registrar has reason to believe that—

(a) the company has failed in commencing its business within the first year of its incorporation; or

(b) the company isn’t carrying on any operation or business for a period of 2 immediately preceding FY (financial years) and has applied within that period for acquiring the dormant company status under section 455,

The registrar shall send a notice to the company and all the directors of the company, of his intention to remove the name of the company from the register of companies and requesting them to send their representations along with copies of the relevant documents, if any, within a period of thirty days from the date of the notice.”

The Registrar may remove the company’s name from the companies register in terms of the Act of Section 248

Ganesh Kadam
Advocate, Pune
13008 Answers
267 Consultations

Any defunct company desirous to strike off its name from the register of Registrar of company can apply for strike off its name from the register maintained by ROC

Yogendra Singh Rajawat
Advocate, Jaipur
23085 Answers
31 Consultations

  • company has failed to commence its business within one year of incorporation;
  • The company is not carrying out any business or Activity for preceding 2 financial years and has not sought the status of Dormant Company under Section 455 of the Act.


  • The company can file an application in E-form STK-2 with Registrar of Companies suo-motto after extinguishing all its liabilities, by special resolution or with the consent of seventy five percent of the members in terms of paid up share capital, to the Registrar for removing the name of the Company on all or any of the above mentioned grounds.

The Company will hold Board Meeting for passing a Board resolution for the purpose of Striking off the name of the Company and to authorize any director of the Company to apply to Registrar of Companies

 

The Company will hold the general meeting of shareholders by passing a resolution for striking off the name of the Company with the approval of 75% of members as per paid up share capital of the Company and after passing of Special resolution Company will file E-form MGT-14 within 30 days.

Ajay Sethi
Advocate, Mumbai
99964 Answers
8159 Consultations

 

Application in Form STK- 2 to be filed by the Company (Government filing fees of INR 5000) along with following documents:

  • Indemnity Bond duly notarized by every director in Form STK 3;
  • A statement of accounts containing assets and liabilities of the company made up for a day, not more than 30 days before the date of application and certified by a Chartered Accountant;
  • An affidavit in Form STK 4 by every director of the company;
  • CTC of Special Resolution duly signed by each Director
  • In the case of a Company regulated by any other authority, approval of such authority shall also be required;
  • A statement with respect to any pending litigations, involving the Company.

 

Ajay Sethi
Advocate, Mumbai
99964 Answers
8159 Consultations

1. It appears you did not comply with the mandatory previsions of the Companies Act to run your company among which furnishing Audited balance Sheet is most important.

2. if you did not do so for the last 3 years then the Directorship has already been terminated by operation of law and only after 5 years you can regularise it.

3. So show all the papers of your company to an advocate or CA and do the needful.

Devajyoti Barman
Advocate, Kolkata
23659 Answers
538 Consultations

Striking off the name of the company from the records of ROC is an opportunity given to defunct companies who wants to voluntarily shut down their company. The person can file their application with ROC under Section 248 of the Act.

1. Grounds of strike Off of a Company under Companies Act 2013:

  • A company has failed to commence its business within one year of incorporation;
  • The company is not carrying out any business or Activity for preceding 2 financial years and has not sought the status of Dormant Company under Section 455 of the Act.

2.  Strike off by Company by its own under Section 248(2) of the Companies Act 2013

The company can file an application in E-form STK-2 with Registrar of Companies suo-motto after extinguishing all its liabilities, by special resolution or with the consent of seventy five percent of the members in terms of paid up share capital, to the Registrar for removing the name of the Company on all or any of the above mentioned grounds.

Application to ROC by Company

Application in Form STK- 2 to be filed by the Company (Government filing fees of INR 5000) along with following documents:

  • Indemnity Bond duly notarized by every director in Form STK 3;
  • A statement of accounts containing assets and liabilities of the company made up for a day, not more than 30 days before the date of application and certified by a Chartered Accountant;
  • An affidavit in Form STK 4 by every director of the company;
  • CTC of Special Resolution duly signed by each Director
  • In the case of a Company regulated by any other authority, approval of such authority shall also be required;
  • A statement with respect to any pending litigations, involving the Company.

T Kalaiselvan
Advocate, Vellore
90165 Answers
2505 Consultations

If you want to close the company then Section 560, of the Companies Act, 1956, deals with strike off provisions of a defunct company. Any defunct company desirous to strike off its name from the register of Registrar of company can apply in Form FTE for strike off its name from the register maintained by ROC as per Guidelines for ‘FAST TRACK EXIT MODE’ issued vide General Circular No. 36/2011 dated 7.6.2011.

Similarly, ROC has also power to strike off any defunct company after satisfying himself of the need to strike off a defunct company and has reasonable cause. But before passing any order in this regard, an opportunity of being heard must be provided to the defunct company by following the due procedure u/s 560

Mohammed Mujeeb
Advocate, Hyderabad
19370 Answers
32 Consultations

Furnishing of Application and Documents

Companies on the pursuit of strike-off must file an application to the Registrar of Companies (ROC), accompanied by the following documents:

  • Indemnity Bond duly notarized by all directors (in Form STK 3).
  • A statement of liabilities comprising of all assets and liabilities of the companies (certified by a Chartered Accountant).
  • An affidavit in Form STK 4 (by all directors of the company).
  • CTC of Special Resolution  (duly signed by every director of the company).
  • A statement concerning any pending litigations with respect to the company.

Mohit Kapoor
Advocate, Rohtak
10686 Answers
7 Consultations

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