Company Closure (Strike Off)
Have a company you no longer need? Don't let it accrue penalties — close it properly. We strike it off via STK-2 under Section 248: clearing dues, filing pending returns and preparing the affidavits and accounts.
Quick answer
For an inactive company whose liabilities have all been extinguished, the route is a voluntary strike off under section 248(2), filed in form STK-2 at an MCA fee of ₹10,000. It needs a special resolution or the consent of 75% of members by paid-up capital. Two things decide whether it is actually available: pending annual filings must be regularised first, and section 249 bars the application if the company did certain things in the previous three months.
Applies to: Position as at August 2026; Companies Compliance Facilitation Scheme, 2026 runs to 31 August 2026Jurisdiction: India — Companies Act, 2013 and the Companies (Removal of Names of Companies from the Register of Companies) Rules, 2016Sources checked: 2026-08-20
Starts at
₹9,999
+ GST | MCA/government fees, additional fees, late fees and penalties vary by entity type, paid-up capital, turnover and due-date status
Timeline
Typically a few months end to end
Documents
Accounts, NOCs & affidavits
Voluntary strike off
STK-2 under Sec 248
Pending returns cleared
Stop late-fee accrual
Pricing
Close your company cleanly
Strike off is the simplest closure route for an inactive company with no liabilities. Pending returns and dues are quoted separately.
Strike Off
STK-2 application
+ GST | MCA/government fees, additional fees, late fees and penalties vary by entity type, paid-up capital, turnover and due-date status
- Eligibility check
- Affidavits & indemnity
- Statement of accounts
- STK-2 filing
Closure + Catch-up
With pending filings
With overdue returns
- Everything above
- Pending AOC-4/MGT-7
- Dues & late-fee handling
- End-to-end closure
Prices are professional fees and indicative. Government fees, stamp duty, DSC, PAN/TAN, state charges and third-party costs are extra and may change. A final engagement summary separates each component before payment.
Overview
What is Company Closure (Strike Off)?
If a company has stopped operating (or never commenced), leaving it 'alive' means it keeps accruing annual-compliance obligations and ₹100-per-day late fees, and its directors risk disqualification. Closing it formally stops all of that.
The simplest route for an eligible inactive company is a voluntary strike off under Section 248, filed in form STK-2. The company must have no liabilities, have cleared its dues, filed pending returns, and prepared the required affidavits, indemnity bond and a statement of accounts before applying.
We check eligibility, regularise pending filings, prepare the documents and file STK-2 so the company exits cleanly.
Is it for you?
Who needs it — and who doesn't
Recommended if
- Companies that have ceased operations
- Companies that never commenced business
- Founders winding down a dormant company to stop penalties
- Companies with no liabilities wanting a clean exit
May not be needed if
- Companies with significant assets, liabilities or disputes (winding up may apply instead)
- Active companies
- Companies wanting to pause, not close (consider dormant status)
Benefits
Why it's worth doing right
Stop penalties accruing
Closure ends the annual filings and the ₹100/day late fees on an inactive company.
Protect the directors
It removes the disqualification risk that comes with prolonged non-compliance.
A clean, official exit
Strike off removes the company from the register on the record.
Eligibility
Eligibility & key conditions
- The company has ceased business (or never started)
- No outstanding liabilities
- Pending returns can be filed and dues cleared
- Director and member approval
Documents
Documents required
Company
- Latest financials / statement of accounts
- Bank closure proof
- Pending returns (to be filed)
- Board and special resolution
Directors
- Affidavits and indemnity bond
- PAN/Aadhaar/KYC
- DSCs
Process
A clear path from start to filed
Official filing
How the MCA portal (mca.gov.in) — STK-2 under Section 248 flow works
A voluntary strike off is filed in STK-2 with the supporting affidavits, indemnity bond, statement of accounts and resolutions. MCA now routes the form to the Centre for Processing Accelerated Corporate Exit (C-PACE) rather than your home Registrar, and it is processed in non-STP mode. The fee is ₹10,000, and MCA's own kit shows no additional or delay fee against it — unusual for an MCA form, and it means closing late does not make the closing itself more expensive.
Check section 249 before you do anything else. An application under section 248(2) shall not be made if, at any time in the previous three months, the company changed its name or shifted its registered office from one State to another, made a disposal for value of property or rights it held before it ceased trading, engaged in any activity other than what is necessary to make the application or conclude its affairs or comply with a statutory requirement, applied to the Tribunal for an unconcluded compromise or arrangement, or is being wound up. Filing in breach carries a fine up to ₹1,00,000 under section 249(2), and section 249(3) requires the application to be withdrawn or rejected once the Registrar knows. The practical sting is that tidying the company up immediately before applying is exactly what disqualifies you — selling the last asset or moving the registered office are both on the list. There is no paperwork fix; the fix is to wait out the three months.
Before striking the company off, the Registrar must satisfy himself under section 248(6) that sufficient provision has been made for realising amounts due to the company and discharging its liabilities, and may take undertakings from the directors. On publication of the notice in the Official Gazette under section 248(5), the company stands dissolved.
Time-limited, stated with its dates so it stays true after it lapses: under the Companies Compliance Facilitation Scheme, 2026 (General Circular 01/2026 dated 24 February 2026, extended to 31 August 2026 by General Circular 03/2026 dated 8 July 2026), STK-2 is filed at 25% of the applicable filing fee and pending annual filings attract only 10% of the additional fees otherwise payable. Both concessions end after 31 August 2026. Check MCA's circulars page for the current position.
We prepare and file through the official MCA portal. The Registrar decides; we make no claim of a guaranteed timeline or a private API.
Costs
Fees & cost breakdown
| Cost component | Indicative amount |
|---|---|
| Professional feeOurs. Strike off; pending filings quoted separately | From ₹9,999 |
| MCA fee on STK-2Government. Flat; MCA's kit shows no additional or delay fee | ₹10,000 |
| Pending annual filingsGovernment. Normal fee per form plus ₹100/day per form with no cap on AOC-4 and MGT-7 — usually the largest number in a closure | If applicable |
Under the Companies Compliance Facilitation Scheme, 2026, in force to 31 August 2026, STK-2 is charged at 25% of the applicable filing fee and pending annual filings at 10% of the additional fees. Both revert after that date.
Deliverables
What you receive on completion
After this filing
What you need to stay compliant next
Keep records
Retain the company's records after strike off. Liability under section 248(7) survives dissolution, so the evidence that the company was solvent and clean still matters.
Director status
Closing cleanly avoids the section 164(2)(a) disqualification that follows three continuous financial years of non-filing — which would otherwise attach to the director in every other company too.
Close the tax registrations too
Strike off at MCA does not surrender your PAN, TAN or GST registration. Those are separate.
Avoid delays
Common mistakes & reasons for rejection
Common mistakes
- Abandoning the company instead of closing it — penalties keep accruing and the Registrar can strike it off under section 248(1) while directors run into section 164(2)(a)
- Applying with unfiled returns or unpaid dues
- Trying to strike off a company with liabilities or disputes. Section 248(2) requires liabilities to be extinguished — not merely small
- Doing the section 249 acts — shifting the registered office interstate, changing the name, selling an asset — in the three months before applying
- Assuming dissolution wipes out director and member liability. Section 248(7) says it does not
- Closing a company you may want again, when dormant status under section 455 would have kept it alive and is reversible
Why filings get rejected or delayed
- A section 249(1) act inside the previous three months — the application must be withdrawn or rejected, and filing in breach is punishable with a fine up to ₹1,00,000
- Pending returns or dues not cleared
- Outstanding liabilities, or a statement of accounts that discloses them
- The special resolution or 75%-by-paid-up-capital consent missing or defective
- Incomplete affidavits, indemnity bond or statement of accounts
- A section 8 company applying — section 248(3) does not permit it
- Recovery: STK-2 is non-STP, so most defects come back as a query from C-PACE. Where the bar is the three-month lookback there is no paperwork fix — wait out the three months and re-apply
Risks
Penalties & risks of getting it wrong
Leaving it open
An inactive but un-closed company keeps accruing ₹100 per day per form on AOC-4 and MGT-7 with no cap, plus penalties from ₹10,000 under sections 137(3) and 92(5).
Director disqualification
Once financial statements or annual returns have not been filed for any continuous period of three financial years, section 164(2)(a) disqualifies every director for five years — in that company and in every other company. For a founder with more than one company this is the most expensive consequence of doing nothing.
Applying in breach of section 249
Fine which may extend to ₹1,00,000 under section 249(2), and the application is withdrawn or rejected under section 249(3).
Liability after dissolution
Section 248(7) continues the liability of every director, manager, officer and member as if the company had not been dissolved, and the proviso to section 248(6) keeps the company's assets available for its liabilities.
AI-powered assistance
AI does the heavy lifting. Experts make the call.
AI assists with checks, drafting and explanations only. A qualified professional reviews every defined checkpoint and the final filing before submission. AI does not make consequential compliance decisions on its own.
Close your company the right way
We regularise pending filings, prepare the documents and file STK-2 so the company exits cleanly and the penalties stop.
Compare
Company Closure (Strike Off) vs Winding Up
| Factor | Company Closure (Strike Off) | Winding Up |
|---|---|---|
| When | Inactive company, no liabilities | Company with liabilities/assets/disputes |
| Process | Strike off (STK-2), simpler | Formal winding up (NCLT/IBC), complex |
| Cost & time | Lower, a few months | Higher, longer |
Use cases
Built for how real businesses operate
Closed startup
Need: Stop penalties
We suggest: Voluntary strike off after clearing pending returns.
Never-started company
Need: Clean exit
We suggest: Strike off under the 'never commenced' ground.
Why MyFinancialAdvisory
A more accountable way to stay compliant
Quality & accountability
Reviewed by compliance experts
Every company closure (strike off) engagement is prepared with structured checks and signed off by qualified professionals before anything is filed — speed without sacrificing accuracy.
Reviewed by
Reviewed by MyFinancialAdvisory Compliance Team
Company law & ROC review
Our ROC and MCA work is prepared with AI-assisted checks and reviewed by qualified professionals experienced in company law and MCA filings before any form is filed.
Structured document checks
Documents and eligibility follow structured checks before expert review.
Expert-reviewed before filing
A qualified professional signs off every defined checkpoint.
Compliance-safe guidance
Advice mapped to current rules — no shortcuts, no guesswork.
Resources
Related guides & reading
Strike Off vs Dormant vs Winding Up
Which exit a company actually qualifies for, and the three-month rule that disqualifies most applicants.
Read moreCompany Closure Process
Strike off a company you no longer need.
Read moreLLP Closure Process
Close an inactive LLP via Form 24.
Read moreKeep exploring
Hub
MCA / ROC compliance
Annual filings, changes and closures for companies and LLPs, tracked end to end.
Service
Strike Off Company
Apply to strike the company off the register (STK-2).
Service
Winding Up Company
Formal winding up where strike off isn't an option.
Service
Dormant Company Filing
Obtain and maintain dormant status (MSC-1/MSC-3).
Service
Company Compliance
Your company's full annual ROC and statutory compliance, managed.
FAQs
Company Closure (Strike Off) — frequently asked questions
How do I close a private limited company?
The simplest route for an inactive company with no liabilities is a voluntary strike off under Section 248, filed in STK-2 — after clearing dues, filing pending returns and preparing affidavits, an indemnity bond and a statement of accounts.
What is STK-2?
The MCA form through which a company applies for its name to be struck off the register voluntarily.
Can I just stop filing instead of closing?
No. An inactive company keeps accruing ₹100/day late fees per form and the directors risk disqualification. Closing it formally stops that.
What are the conditions for strike off?
The company must have ceased business (or never started), have no liabilities, have cleared dues and filed pending returns, with director and member approval.
How long does strike off take?
Typically a few months end to end, including any pending-return filing and the ROC's review and notice period.
What if my company has liabilities or disputes?
Strike off may not be available; a formal winding up could be required instead. We assess and advise the right route.
Do I need to file pending returns first?
Yes. Overdue AOC-4/MGT-7 (with late fees) generally must be filed before the company can be struck off.
Will the directors be affected?
A clean strike off avoids the disqualification risk that comes with leaving an inactive company in default.
Can a struck-off company be restored?
Restoration is possible in limited circumstances via the Tribunal, but it's far better to close cleanly than to need restoration.
What do I receive?
The full closure pack, the filed STK-2, and tracking until the company is struck off the register.
References
Official sources
- Companies Act, 2013 — s.248 (removal of name), s.249 (restrictions on applying), s.250 (effect of dissolution), s.455 (dormant), s.164(2)(a) (disqualification)
- MCA instruction kit — Form STK-2 (s.248(2) r/w rule 4(1); ₹10,000 fee; non-STP; filed to C-PACE)
- MCA instruction kit — Form MSC-1 (dormant status, the alternative where you want to keep the company)
- MCA General Circulars — Companies Compliance Facilitation Scheme, 2026 and its extension
Rules, fees and due dates change by notification. Confirm the current position on the official portal before you act.
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