A company that has stopped trading does not stop costing you money. As long as it stays on the MCA register, you owe annual ROC filings (AOC-4, MGT-7), DIR-3 KYC and an income tax return every year - and the late fees compound. If the business is genuinely over, strike-off removes the company from the register and ends those obligations.
This guide helps you decide between strike-off, dormant status and voluntary winding up. For hands-on help, see Regikart's MCA & ROC compliance service or contact us.
What is strike-off?
Strike-off is the process of removing a company's name from the Register of Companies under Section 248 of the Companies Act, 2013. A company can apply voluntarily (Form STK-2) once it has either never commenced business or has not carried on business for the preceding two financial years and has not applied for dormant status.
Once struck off, the company is dissolved and stops existing as a legal entity - no more annual filings, no more compliance penalties.
Strike-off vs dormant vs winding up
| Option | Best when | Ongoing cost | Reversible? |
|---|---|---|---|
| Strike-off (STK-2) | Business is permanently over, few/no assets or liabilities | None after dissolution | Only via NCLT revival (STK), within 20 years |
| Dormant status (MSC-1) | You want to keep the company for future use | Reduced filings + small fees | Yes - reactivate when ready |
| Voluntary winding up | Significant assets/liabilities to settle | Liquidator + higher cost | No |
Eligibility and pre-strike-off checklist
- Company has not carried on business for the last two financial years (or never commenced).
- All overdue annual returns and financial statements are filed up to date.
- Bank accounts in the company's name are closed, with a closure certificate.
- No pending litigation, dues or active charges against the company.
- Board resolution and shareholder approval (special resolution / consent of 75% by paid-up capital).
The strike-off process
- Hold a board meeting, clear liabilities and pass a special resolution.
- File Form STK-2 with the ROC, attaching indemnity bond (STK-3), affidavit (STK-4), statement of accounts (not older than 30 days) and the special resolution.
- The ROC publishes a public notice (STK-5/STK-6) inviting objections.
- If no valid objection is raised, the ROC strikes the name off and issues the dissolution notice (STK-7).
Don't forget tax and GST
Before or alongside strike-off, file the final income tax return and surrender / cancel the company's GST registration if it holds one. Leaving an active GSTIN behind triggers nil-return obligations and notices even after the company is struck off.
Talk to Regikart before you decide
Whether strike-off, dormant status or winding up is right depends on your company's assets, liabilities and your future plans. Regikart's MCA & ROC compliance team clears overdue filings, handles the STK-2 process and the related tax/GST closure. Contact us or WhatsApp +91 70444 94804 (Mon–Sat, 9 am–7 pm IST).
About the author
Deepak Nair
Company Law Advisor at Regikart. Want to discuss this in the context of your business?
