Closure of company :
If you don’t require the company, than
its better to close the company as its require lot of cost to maintained it.
Two Ways :
1)
By NCLT
i)
Voluntarily Winding up
ii)
By the supervision of court
iii)
By the NCLT( compulsory winding up)
2)
By Stike Off
Strike Off is a method prescribed under sections 248-252 of
the Companies Act, 2013. The process of striking off is an alternative
mechanism to the winding up of a company
Strike-off of company from registrar of companies is an
opportunity given to defunct companies* or those who wants to voluntarily shut
down their company can file their application with ROC under section 248. This
is one of the best and easiest way where companies can struck off its name
without any hassle by properly arranging all the required documents as per the
law.
Importantly, only companies that are solvent can be
dissolved. If there are any debts then they must be paid in full before the
company can be struck off
What is Defunct Company
A company which is not carrying on any business or which is
not in operation is called a defunct company
two modes of strike off
1)Strike off by ROC
under Section 248(1) of the Companies Act, 2013,
i)
ROC send notice on STK-1
ii)
Directors has to reply within 30 days
iii)
If no reply received from directors witnin in 30
days, ROC publish the name of the company in STK-5 in official Gazette , to
seek objection within 30 days further from the public if any regarding striking
off
iv)
If no
objection received than STK-7 will issue for strike off and publish in Official
Gazette.
2)Strike off by
Company on its own under Section 248(2) of the Companies Act, 2013
i) BM for strike off and authorise a director to apply to
ROC
ii) Clear all liabilities of the company.
Iii ) Pass SR in EGM and file MGT-14 for stike off
iV) Application to ROC in Form STK- 2 to be filed by the
Company along with following documents:
• Indemnity Bond duly notarized by every director in Form
STK 3 along with Id and Address Proof of directors;
• 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 (STK 8);
• 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.
V ) on receiving STK-2 , ROC publish in STK-6 in two news
paper one in national, two in regional language for objection by public if any
within 30 days,
Vi ) Roc also publish in official gazette of MCA website
Vii) ROC silmultaneously inform the govt regulatory,i.e. IT,
GST department as applicable to the company for objection if any.
VIII ) After complying all the processes, ROC shall strike
off the name and dissolve the company by sending notice in the official gazette
in form STK-7
Important Thing for consideration:
Annual filing as per STK-7
the company does not maintain any bank account as on the
date of filing application
and also does not have any assets and liabilities.
Form STK 3 (Indemnity Bond ) can be given individually or
collectively by every director in Rs 500/- Stamp Paper
Form STK 4 (Affidavit) is to be given individually by every
Director in Rs 100/- Stamp Paper to be accompanied by copy of Income Tax PAN
card or Passport and an address proof duly attested by a Gazetted Officer or a
whole time practicing professional viz Chartered Accountant / Company Secretary
/ Cost Accountant
If the Director is a foreign national or non resident
Indian, the indemnity bond and affidavit shall be notarized or apostilled or
consularised in the country of the foreign national.
DIN of Directors should be Active