Are you eligible to strike off?
Answer these before anything else. One "no" changes the plan.
| Test | What it means |
|---|---|
| Liabilities extinguished | No creditors, no unpaid statutory dues, no outstanding director or shareholder loans. Waivers are documented, not assumed |
| Overdue filings completed | Financial statements under section 137 and annual returns under section 92 filed up to the end of the financial year in which the company ceased to carry on business (G.S.R. 354(E), 10 May 2023) |
| Nothing done in the last three months | Section 249 restricts an application where, in the previous three months, the company changed its name or shifted its registered office, disposed of property held for value, engaged in any activity other than what is needed to close, applied to the Tribunal for a compromise or arrangement, or is being wound up |
| Not an excluded company | Listed companies, section 8 companies, and companies under inspection or investigation cannot use voluntary strike off (Rule 3) |
| No pending prosecution | A prosecution pending in court blocks the application |
| Bank accounts closed | Closure certificates are part of the application pack |
If one test fails. A company with an unresolved liability, an incomplete filing history or a live dispute is not ready. In most of those cases the answer is either to fix the defect first or to take dormant status under section 455 while it is fixed. A repaid loan whose charge is still on the MCA record also blocks the application until the satisfaction of charge in CHG-4 is filed.
The strike-off process
| Step | What happens | Form |
|---|---|---|
| 1 | Clear overdue annual filings up to the year business stopped | AOC-4, MGT-7 or MGT-7A |
| 2 | Settle or waive liabilities, close bank accounts, dispose of nothing new | None |
| 3 | Board meeting approves the closure and calls the general meeting | None |
| 4 | Members pass a special resolution, or holders of at least 75 per cent of paid-up capital give written consent | MGT-14 for the special resolution |
| 5 | Statement of accounts made up to a date not more than 30 days before the application, certified by a CA | STK-8 |
| 6 | Every director signs an indemnity bond and an affidavit | STK-3, STK-4 |
| 7 | Application filed with the ₹10,000 fee and processed by C-PACE | STK-2 |
| 8 | ROC publishes a public notice inviting objections, for 30 days | STK-6 |
| 9 | Name struck off and the company dissolved, notified in the Official Gazette | STK-7 |
Directors are not free of the past. Striking off ends the company, not accountability: the liability of every director, officer and member continues and can be enforced as if the name had not been removed. Tax assessments, GST demands and personal guarantees survive dissolution, which is why we close the tax and GST registrations in the right order too.
Strike off, dormant status or winding up
Three different answers to "we are not trading any more". To keep the company for later instead of closing it, see dormant company status.
| Voluntary strike off | Dormant status | Winding up | |
|---|---|---|---|
| Law | Section 248(2), STK-2 | Section 455, MSC-1 | Companies Act or the Insolvency and Bankruptcy Code |
| Use it when | The company is finished and has no liabilities | You want to keep the company alive for a future project, or to hold an asset or intellectual property, with no significant accounting transaction | There are assets and liabilities to realise and distribute, or a dispute |
| Government fee | ₹10,000 | ₹2,000 to ₹20,000 by authorised capital | Tribunal fees and the liquidator's costs |
| Ongoing compliance | None after dissolution | Reduced: a return of a dormant company each year, minimum directors and audit continue | Handled by the liquidator |
| Reversible | Only by a Tribunal order under section 252 | Yes, by applying to become active again | No |
Revival after strike off. Where a name has been struck off, an appeal or application can be made to the National Company Law Tribunal under section 252: within three years by a person aggrieved by the Registrar's order, and within twenty years from the Gazette publication by the company, a member, a creditor or a workman. The petition fee is as prescribed in the Schedule of Fees to the NCLT Rules, 2016. Tribunal proceedings are conducted by advocates; we prepare the records and brief counsel. See revival of a struck off company for the route.
CCFS-2026 has closed. The Companies Compliance Facilitation Scheme, 2026 offered reduced fees for regularising filings, going dormant or striking off. It is no longer open, so overdue filings are cleared at normal fee plus the usual additional fee.
What closing a company costs
| Item | Amount |
|---|---|
| Professional fee (strike off) | ₹6,999 |
| STK-2 (government fee) | ₹10,000 per application |
| Overdue AOC-4 or MGT-7, if any | Normal fee ₹200 to ₹600 by authorised capital, plus an additional fee of ₹100 a day per form, with no cap |
| MGT-14 for the special resolution | ₹200 to ₹600 by authorised capital |
| MSC-1, if you take dormant status instead | ₹2,000 to ₹20,000 by authorised capital |
| Notarisation and stamp on the STK-3 bonds and STK-4 affidavits | State-specific, paid at actuals |
Professional fees exclude GST at 18%. Government fees, where they apply, are paid at actuals to the department and are shown separately. Fees verified on 22 September 2026.
Penalties are separate from fees. Overdue annual filings carry the ₹100-a-day additional fee above, and continuing default under sections 92 and 137 can be adjudicated as a penalty on the company and its officers. Clear the backlog before it grows: see annual ROC filing and ROC compliance. A company that has applied for strike-off still needs its statutory audit for any year it files accounts.
Close the tax side too
The ROC is not the only register the company sits on. Before or alongside STK-2 we deal with:
- GST registration. Apply for cancellation and file the final return; unfiled returns follow the directors, not the dissolved company. See GST filing.
- Income tax. File the return for the last year of operations, close any open assessment or notice, and keep the PAN until assessments are complete. See income tax return.
- TDS. File pending TDS statements and surrender the TAN after the last quarter. See TDS filing.
- Labour registrations. Close EPFO and ESIC records where employees were on roll.
- FSSAI. If the company holds an FSSAI licence or registration, see how to surrender the FSSAI licence when the business is wound up.
- Charges. Any charge on the MCA record must be satisfied and the satisfaction filed before the application is taken up.
Closing an LLP or an OPC follows a different form and fee: see LLP closure and OPC closure.