Company Strike Off (Fast-Track Exit)
Voluntary removal of an inactive company's name from the Register of Companies under section 248(2) of the Companies Act, 2013, by Form STK-2 processed by C-PACE. Corpseed prepares the application; the Registrar decides.
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Get Support AnytimeCompany strike off: closing an inactive company through STK-2
A company that has stopped or never started business can ask the Registrar of Companies to remove its name from the register. Under section 248(2) of the Companies Act, 2013, the company first clears all its liabilities. It then passes a special resolution, or gets the consent of members holding 75% of the paid-up share capital, and applies in Form STK-2. This is often called voluntary strike off or fast-track exit.
Processed centrally by C-PACE
Since 1 May 2023, STK-2 applications are processed by the Centre for Processing Accelerated Corporate Exit (C-PACE). MCA set it up by notification S.O. 1269(E) dated 17 March 2023 and amended the removal-of-names rules by G.S.R. 298(E) dated 17 April 2023. C-PACE works through a Registrar of Companies located at the Indian Institute of Corporate Affairs, IMT Manesar.
Strike off or winding up?
Strike off suits a company with no business, no liabilities and nothing to distribute. Winding up, under the Companies Act or the Insolvency and Bankruptcy Code, is the route when assets have to be realised and creditors paid through a liquidator. A company that is being wound up cannot apply for strike off. See Winding Up Private Limited Company and Voluntary Winding Up.
Corpseed prepares the application and attachments and files them. The Registrar (C-PACE) decides. Corpseed is not part of the Ministry of Corporate Affairs.
Who can apply and who cannot
Grounds for applying (as MCA's C-PACE FAQ lists them)
- the company failed to start business within one year of incorporation; or
- it has not carried on any business or operation for the two immediately preceding financial years and has not applied for dormant status under section 455; or
- the subscribers have not paid the subscription they undertook at incorporation, and the declaration under section 10A(1) was not filed within 180 days of incorporation; or
- physical verification under section 12(9) showed that it is not carrying on any business or operations.
Conditions before filing
- All liabilities extinguished: no secured or unsecured loans outstanding, no charges pending satisfaction, no outstanding public deposits, and no tax or other statutory dues.
- Overdue financial statements (AOC-4) and annual returns (MGT-7) filed.
- No e-forms pending for payment against the company.
- A company regulated under a special Act (for example by RBI, SEBI, IRDA or NHB) must attach that regulator's approval or no-objection.
When a company cannot apply (section 249)
A company cannot apply if, at any time in the previous three months, it:
- changed its name or shifted its registered office from one State to another;
- disposed of, for value, property or rights it held just before it stopped trading;
- engaged in any activity other than what is needed to apply, decide whether to apply, wind up its affairs or meet a statutory requirement;
- applied to the Tribunal for a compromise or arrangement that is not yet concluded; or
- is being wound up under Chapter XX of the Act or under the Insolvency and Bankruptcy Code, 2016.
Companies MCA does not accept STK-2 from
- listed companies, and companies delisted for non-compliance;
- vanishing companies;
- section 8 (not-for-profit) companies;
- companies with an inspection or investigation ordered or in progress, or a prosecution from one pending in court;
- companies with a section 206 notice whose reply is pending;
- companies facing prosecution for a non-compoundable offence;
- companies holding dormant status under section 455.
Proposed change: the Corporate Laws (Amendment) Bill, 2026, introduced in the Lok Sabha on 23 March 2026, proposes to amend sections 248 and 249 to simplify voluntary strike off. Until it is passed and notified, the current provisions above apply.
Documents for Form STK-2
Prescribed attachments
- STK-3, indemnity bond by every director, notarised, on stamp paper of the value applicable in the State of the registered office. For a company wholly owned by the government, STK-3A is given by an authorised officer not below Under Secretary rank.
- STK-4, affidavit by every director, notarised, on non-judicial stamp paper.
- STK-8, statement of accounts showing assets and liabilities, made up to a day not more than 30 days before the application, certified by a chartered accountant.
- Special resolution (certified copy) or the consent of members holding 75% of the paid-up share capital. If a special resolution is passed, MGT-14 is filed for it and its SRN is quoted.
- No-objection or approval from the regulator, if the company is regulated.
- Copy of the delisting order, if any.
Other attachments MCA asks for
- certified board resolution approving the strike off and authorising a director to sign;
- identity or address proof of each director, certified by a professional or gazetted officer (documents of foreign directors apostilled and notarised in their country);
- bank account closure letter;
- proof that liabilities, including secured loans, have been paid, and that no statutory dues are pending;
- details of any litigation pending against or involving the company or its directors.
The form is signed with a director's digital signature and certified by a chartered accountant, company secretary or cost accountant in whole-time practice.
Strike off process, step by step
- Board meeting: approve the proposal, authorise a director and call the general meeting (or collect members' consent).
- Members' approval: pass the special resolution and file MGT-14, or obtain consent of members holding 75% of the paid-up share capital.
- Clean-up: settle every liability, close the bank account, and file any overdue AOC-4 and MGT-7.
- Prepare the attachments: STK-3, STK-4 and STK-8 in the latest MCA formats, plus the other documents.
- File STK-2 on the MCA portal (Company e-Filing, Approval Services) and pay the fee.
- C-PACE scrutiny: C-PACE checks the attachments and the company's last filed financial statements. It can send the form back for resubmission up to twice in all, with up to 15 days each time. If the company does not reply, the system cancels the form.
- Public notice (STK-6): the Registrar publishes the notice in the Official Gazette, in a newspaper and on the MCA website, so that authorities and other stakeholders can object.
- Final notice (STK-7): if no objection is received within 30 days of the STK-6 publication, a notice in Form STK-7 is published in the Official Gazette and on the website, and the company's name is struck off the register.
An objection from an authority, creditor or other stakeholder after the STK-6 notice can lead to rejection.
Government fee and timeline
- MCA filing fee for STK-2: Rs 10,000, as MCA's FAQ states the fee under rule 4 of the Companies (Removal of Names of Companies from the Register of Companies) Rules, 2016.
- Stamp duty: on the STK-3 indemnity bonds and STK-4 affidavits, at the rate in the State of the registered office.
- Timeline: it depends on C-PACE's scrutiny, any resubmissions, and the 30-day period after the STK-6 notice for objections.
Responsibility and restoration
- Directors stay answerable: every director signs an indemnity bond (STK-3) and an affidavit (STK-4). The STK-2 form warns that a fraudulent application is punishable under section 251 of the Act.
- Restoration: a struck-off company can be restored only under section 252, by an order of the National Company Law Tribunal (NCLT). The company then files INC-28 on the MCA portal with the order, and its status is restored once the form is approved.
Why Corpseed
Corpseed checks whether your company qualifies, lists what has to be cleared first, and prepares the resolutions, STK-3, STK-4, STK-8 and STK-2 in MCA's current formats. We handle resubmissions raised by C-PACE. The Registrar decides the application.
Connect With Corpseed
Connect with the Corpseed team to discuss your requirements at IVR: 7558640644 or hello@corpseed.com. It takes 20–25 minutes to discuss the requirement.
Dedicated Manager
Once you discuss the requirement, we will align a dedicated Account Manager to understand your business needs and assist throughout the process.
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Track the progress of your application and always know what’s in progress and what’s done.
Job Completed
Once the job is completed, you will receive registrations & certifications directly to your email ID and at your doorstep.
Frequently Asked Questions
Quick answers to common questions about this service.
What is the difference between strike off and winding up?
Strike off (section 248(2)) is for a company with no business and no liabilities: it applies in STK-2 and the Registrar removes its name. Winding up is a formal process under the Companies Act or the Insolvency and Bankruptcy Code, run by a liquidator, used when assets and creditors have to be dealt with. A company being wound up cannot apply for strike off.
Which companies can apply in STK-2?
A company that did not start business within one year of incorporation, or that has done no business for the two preceding financial years and has not applied for dormant status. MCA's C-PACE FAQ also lists unpaid subscription without the section 10A declaration, and no business found on physical verification. All liabilities must be cleared first.
Can a company with an outstanding bank loan apply?
No. MCA rejects STK-2 if secured loans are outstanding or charges are pending satisfaction. Repay the loan, get the charge satisfied, and then apply.
What is the government fee for STK-2?
Rs 10,000, as MCA's FAQ states. Stamp duty on the indemnity bonds and affidavits is extra, at the rate in your State.
Who processes the application?
The Centre for Processing Accelerated Corporate Exit (C-PACE), set up by the Ministry of Corporate Affairs and operating through a Registrar of Companies since 1 May 2023.
Must pending annual filings be completed first?
Yes. MCA rejects STK-2 if the company has not filed its pending financial statements (AOC-4) and annual returns (MGT-7).
What are STK-6 and STK-7?
STK-6 is the public notice of your application, published in the Official Gazette, a newspaper and the MCA website so that others can object. STK-7 is the final notice, published after 30 days if there is no objection. With it, the company's name is struck off.
How many times can C-PACE return the application?
Resubmission is allowed twice in all, with up to 15 days each time. If the company does not respond, the form is cancelled automatically.
Can a struck-off company be revived?
Yes, but only through the NCLT under section 252. After the order, the company files INC-28 with it on the MCA portal to restore its active status.
Is the strike-off law changing?
The Corporate Laws (Amendment) Bill, 2026, introduced on 23 March 2026, proposes changes to sections 248 and 249. Until it is passed and notified, the current rules apply.
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