Strike Off Company — Process, Fees & Timeline
Updated June 2026 · VerifiedWhen Should You Strike Off a Company?
You should consider striking off your company when:
- The company has not commenced business within one year of incorporation.
- The company has not carried on any business or operations for the last two financial years.
- The company has no assets or liabilities and directors wish to close it permanently.
- The company was formed for a specific purpose that has been completed.
How to Strike Off a Company Using STK-2?
- Hold a Board Meeting — Pass a board resolution authorizing the application for strike-off.
- Obtain Consent of Members — Pass a special resolution (75% majority) or obtain written consent from at least 75% of shareholders.
- Clear All Liabilities — Settle all pending debts, close bank accounts, and discharge all liabilities.
- File Pending Returns — File all pending annual returns and financial statements up to the date of application.
- File Form STK-2 — Submit the strike-off application on the MCA portal with all required documents and fees.
- ROC Review & Public Notice — The Registrar publishes a public notice. If no objections are received within 30 days, the company is struck off.
- Strike-Off Order — ROC issues the strike-off order and the company is removed from the register.
What Documents Are Required for STK-2?
| Document | Details |
|---|---|
| Board Resolution | Authorizing the strike-off application |
| Special Resolution | Passed by 75% members or written consent |
| Statement of Accounts | Not older than 30 days from application date |
| Indemnity Bond | From all directors (notarized) |
| Affidavit | By directors stating no liabilities exist |
| NOC from Creditors | If any creditors exist (consent letters) |
| NOC from Regulatory Bodies | If applicable (RBI, SEBI, etc.) |
What Is the Timeline for Company Strike-Off?
| Stage | Timeline |
|---|---|
| Preparation of documents | 7–15 days |
| Filing STK-2 | 1–2 days |
| ROC Processing & Public Notice | 30–60 days |
| Objection Period | 30 days |
| Final Strike-Off Order | 15–30 days |
| Total | 3–6 months |
What Is the Liability After Strike-Off?
Even after strike-off, directors and members can be held liable for obligations incurred before the company was struck off. Any pending legal proceedings can continue. Tax authorities can also pursue recovery of unpaid taxes from directors.
How to Revive a Struck-Off Company?
A struck-off company can be revived by filing an application with the National Company Law Tribunal (NCLT) within 20 years from the date of strike-off. The applicant must demonstrate that the company was carrying on business at the time of strike-off or that revival is otherwise just.
- File application before NCLT with grounds for revival.
- Pay all pending fees, penalties, and compliance costs.
- File all overdue annual returns and financial statements.
- NCLT passes order restoring the company to the register.
Frequently Asked Questions
What is the government fee for filing STK-2?
The government fee for filing Form STK-2 is ₹10,000. This is a fixed fee regardless of the company’s authorized capital. Additional professional fees may apply if you engage a CA or CS.
Can a company with pending liabilities be struck off?
No. All liabilities must be cleared or discharged before filing for strike-off. The company must have nil assets and nil liabilities as on the date of application. Outstanding loans, statutory dues, and vendor payments must be settled.
What is the difference between strike-off and winding up?
Strike-off is a simpler, faster process for inactive companies with no assets or liabilities. Winding up is a formal process under the Companies Act involving NCLT, suitable for companies with complex affairs, disputes, or significant assets/liabilities to settle.
Does the ROC also strike off companies on its own?
Yes. Under Section 248 of the Companies Act, the ROC can suo motu strike off companies that have not filed annual returns for two consecutive years or have not commenced business within one year of incorporation. This is done via Form STK-1.
What happens to the company bank account after strike-off?
The company’s bank account should be closed before filing for strike-off. Any remaining balance must be distributed among members or donated as per the resolution. If the account is not closed, the bank may freeze it once the company is struck off.
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