Private Limited Company Closure

For Private Limited Company Closure we provide the following services:

• Documentation,
• Collection of documents,
• Certification of STK-2 form,
• Filing of petition for Private Limited Company Closure,
• Fulfilling all rules and regulations,
• Follow up with government authorities and status update regarding application progress,
• Completion of Private Limited Company Closure.

Which private companies can opt for Private Limited Company Closure:

• Company has not commenced business within 1 year of incorporation,
• Company which has not conducted any business or activity in the preceding 2 financial years and has not sought status of dormant company under Section 455 of the Act,
• The subscribers to the memorandum have not paid any subscription and a declaration to this effect has not been filed within 180 days of its incorporation.

Which are the companies which cannot apply for Private Limited Company Closure:

• Listed companies,
• Delisted companies,
• Companies where inspection or investigation is ordered and is pending at any stage,
• Companies on which there is scrutiny or inquiry by ROC, which is pending,
• Companies against whom prosecution for an offence is pending in court,
• Companies which have accepted public deposits and they are outstanding, or a default is made on repayment of same,
• Companies registered under section 25 or section 8 of Companies Act, 1956,
• Companies having charges which are pending for satisfaction.

Section 248(2)- Statutory provisions for Private Limited Company Closure:

• Form STK-2 must be filed and submitted to the registrar by the company or representative for removing the name of the company after paying off all its liabilities and after passing a special resolution,
• STK-2 form must be signed by the director and certified by a practicing CS/CA/CWA.

Exceptions under Section 248(2) for Private Limited Company Closure:

• There has been change in name or registered office of company from one state to another,
• There has been a disposal of property or rights by the company, immediately before ceasing financial activities,
• Has engaged in any other activity except the one which is necessary for the purpose of making the application under that section,
• Company is being wound up under Chapter XX, voluntarily or by order of tribunal or under IBC,2016

Process for Private Limited Company Closure

• Holding a board meeting and deciding to close the company voluntarily under section 248(2),
• Paying off liabilities before holding EGM,
• Holding EGM and passing special resolution,
• Filing of special resolution in MGT-14 within 30 days of passing,
• Filing STK-2 with relevant documents.
• Public notice STK-6 publishing by the ROC to seek objection by public against closure of company,
• Notice will be placed on the website of Ministry of corporate affairs, published in the official Gazette and published in leading English newspaper and one vernacular language,
• Intimation to concerned regulatory authorities regulating the company by the ROC,
• Completion of strike-off and dissolution of company.

Documents required for Private Limited Company Closure:

• Indemnity bond duly signed by every director in Form STK-3,
• Statement of accounts in form STK-8 not older than 30 days before filing of application,
• Affidavit in form STK-4 by every director of the company,
• Certified true copy of Special resolution duly signed by every director,
• Approval of regulating authority of the company (if any),
• Statement of any litigations in which the company is involved.

Whether it be voluntary Private Limited Company Closure or due to dormancy of Company or any other reason, at K M Gatecha & Co LLP, we provide the most efficient and hassle-free process for Private Limited Company Closure.