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STRIKE OFF UNDER SECTION 248 OF THE COMPANIES ACT 2013

section-248-of-companies-act-2013-a-comprehensive-guide

Strike Off (via Form STK-2)
*Eligibility:* Company has no liabilities and is not carrying on business.
Stepwise Process
• 1. Hold Board Meeting and pass resolution for Strike Off.
• 2. Obtain consent of shareholders (Special Resolution).
• 3. Prepare and execute Affidavits & Indemnity Bonds from all directors.
• 4. Prepare Statement of Accounts (certified by CA, not older than 30 days).
• 5. File Form STK-2 with ROC along with attachments.
• 6. ROC reviews and approves strike off; company name removed from register.
Checklist of Documents
• Board Resolution for Strike Off
• Shareholders’ Consent (Special Resolution)
• Affidavits & Indemnity Bonds from Directors
• Statement of Accounts certified by CA
MOA, AOA, PAN, Certificate of Incorporation
• Identity Proof & Address Proof of Directors
• Bank closure Certificate
• Income Tax Returns filed up to latest AY
• Certificate of NIL Creditors
• No dues confirmation from Income Tax Department (not mandatory, but advisable).
• GST registration surrender certificate (if registered).
EPF/ESI closure (if company had employees).
• Copy of RBI filings made under FEMA (Foreign Direct Investment reporting – FCGPR, FLA return, etc.).
• No Objection Certificate (NOC) from RBI/Authorised Dealer Bank, if applicable.
• Confirmation that no pending FEMA compliances exist.

Key Notes
• Indian Subsidiary of Foreign company must ensure all FEMA/RBI compliances are in order before closure.
ROC may seek clarifications if there are cross-border transactions, loans, or investments pending.
• Closure is allowed only if no ongoing litigations, investigations, or liabilities exist.
• If the Director is Foreign Director then
in case the documents is signed in INDIA Furnish PAN/PAN Undertaking , passport, business visa /OCI CARD/PIO with proof of arrival i.e. arrival stamp of director or
if it is signed o/s India then the documents shall be duly notarized and apostilled / consularised accordingly .