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

Detailed Legal Analysis

What the law says

To strike off a defunct private limited company in India, you need to follow the provisions laid down under Section 248 of the Companies Act, 2013. This section allows a company to be removed from the register of companies if it is not carrying on any business or operations for a period of two consecutive financial years. Additionally, if the company has not filed its financial statements or annual returns for the last two financial years, it may also be eligible for strike-off.

Who can file or apply

The application for striking off a defunct private limited company can be filed by:

• The company itself, through its Board of Directors.
• Any member of the company.
• The liquidator of the company, if applicable.

Documents required

When applying for the strike-off, you will need to prepare and submit the following documents:

• Application in Form STK-2.
• Affidavit in Form STK-4 from the directors stating that the company has not been carrying on any business.
• Indemnity bond in Form STK-5 executed by the directors.
• Board resolution approving the strike-off.
• Copy of the company’s last audited financial statements.
• Proof of no outstanding liabilities (if applicable).
• Any other documents as required by the Registrar of Companies (RoC).

Procedure and timeline

The procedure for striking off a defunct private limited company involves the following steps:

1. Hold a Board meeting to approve the strike-off and pass a resolution.
2. Prepare the necessary documents as listed above.
3. File the application in Form STK-2 with the RoC, along with the requisite fee.
4. The RoC will scrutinize the application and may seek additional information or documents if required.
5. If the RoC is satisfied, a notice will be published in the Official Gazette and on the company’s website.
6. After a period of 30 days from the publication of the notice, if no objections are received, the RoC will issue a strike-off order.

The entire process may take approximately 3 to 6 months, depending on the RoC's workload and any potential queries raised.

What to do next

Once the company is struck off, you should:

• Ensure that all statutory records are preserved for a period of 8 years, as they may be required for future reference.
• Notify any stakeholders or creditors about the strike-off.
• Close any bank accounts associated with the company.
• Consult a legal advisor if you need to address any pending liabilities or legal matters.

It is advisable to keep a copy of the strike-off order for your records, as it serves as proof that the company has been officially dissolved.

Disclaimer: AI-generated for educational purposes only. Does not constitute legal advice. Consult a qualified practitioner.