I want to strike off my defunct private limited company in Ujjain — what is the procedure?

Detailed Legal Analysis

To strike off a defunct private limited company in Ujjain, you must follow a specific procedure under the Companies Act, 2013, primarily governed by Section 248. This process involves several key steps, which are outlined below.

• Board Resolution: The first step involves convening a board meeting to pass a resolution for the closure of the company. This should be documented in the minutes of the meeting.
• Filing Form STK-2: After passing the board resolution, you need to file Form STK-2 with the Registrar of Companies (RoC). This form is a request for the removal of the company's name from the register of companies.
• Affidavit and Indemnity Bond: Along with Form STK-2, an affidavit should be submitted stating that the company has ceased operations and has no pending liabilities. An indemnity bond may also be required, ensuring that the company will compensate any claims arising post-strike off.
• Consent from Shareholders: Obtain consent from the shareholders for the company’s closure. This may require a general meeting of shareholders where a special resolution is passed. Ensure that the resolution is recorded in the minutes.
• Clearance of Dues: Ensure that all debts and dues are settled. This includes clearances with tax authorities and other statutory bodies. The company must have no outstanding dues to be eligible for strike off.
• Submission of Final Accounts: Prepare the final accounts of the company, which should reflect that the company has no assets or liabilities. These accounts may need to be audited depending on the case.
• Advertisement: The company must publish an advertisement in a local newspaper announcing its intention to strike off. This serves to inform creditors and stakeholders.
• Approval from RoC: Once all documents are submitted, the RoC will review the application. If everything is in order, the RoC will strike off the name of the company and issue a certificate of strike off.

It is important to note that the entire process must comply with the provisions laid out in the Companies Act, 2013, specifically Sections 248 to 252, which outline the procedures for striking off a company. Additionally, it is advisable to consult a legal professional to ensure compliance with all regulatory requirements and to facilitate a smooth strike-off process.