procedure after struk off company by roc to close company

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Amit kumar singh (Querist)
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16 December 2017 Hi, Can anyone please guide me regarding below mentioned query " i have a client whose company is struk off by registrar 3 years ago but he doesn't want to continue the company. Now what is the procedure to close the company which is already struk off. And the status is showing in mca website is strike off. " please guide me i m an article and excited to execute the job but the complete procedures i don't have... Plz guide me.

Bhaskaran Chackrapani Warrier

Bhaskaran Chackrapani Warrier (Expert)
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16 December 2017 Nothing more to do, because the name has been removed from the register
maintained by the Registrar of Companies, meaning there by the company
no longer exists.

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Amit kumar singh

Amit kumar singh (Querist)
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18 December 2017 R u sure? Do u have any legal support

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Asha Kanta Sharma

Asha Kanta Sharma

(Expert)
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10 August 2024 When a company has been struck off by the Registrar of Companies (RoC) and the status is showing as "Strike Off" on the MCA website, it means that the company has been removed from the register of companies due to non-compliance, inactivity, or other reasons. However, if the company was struck off and the owner wishes to close the company officially, or if there are pending obligations, you may need to follow a specific procedure.

### Procedure to Close a Struck-Off Company

1. **Understanding the Status:**
- **Struck Off**: If the company is struck off, it means it has been removed from the register of companies and is no longer a legal entity. Therefore, it cannot conduct business or enter into any legal contracts.

2. **Determine the Need for Restoration:**
- If there are any pending legal or financial obligations, or if the company needs to be restored for specific reasons, you may need to apply for restoration before closing it officially.

3. **Restoration of Company (If Necessary):**
- **File a Petition for Restoration**: If the company needs to be restored to the register of companies, you will need to file a petition with the National Company Law Tribunal (NCLT) under Section 252 of the Companies Act, 2013. This may be necessary if the company needs to settle pending matters.
- **Documents Required**: You will need to provide reasons for the restoration, documents related to the company's last known address, and other relevant documents.

4. **Comply with the Restoration Procedure:**
- **Public Notice**: After filing the petition, a public notice will be issued.
- **Hearing and Orders**: The NCLT will conduct a hearing and issue orders for restoration if it finds the petition valid.

5. **File for Final Closure (After Restoration):**
- Once the company is restored, you will need to comply with the procedure for winding up or closing the company. This involves:
- **Filing a Declaration of Solvency**: If the company is solvent, you will need to file a declaration of solvency with the RoC.
- **Passing a Special Resolution**: Pass a special resolution for the winding up of the company at a general meeting.
- **File Winding-Up Forms**: File the necessary forms with the RoC, including:
- **Form MGT-14**: For filing the special resolution.
- **Form STK-2**: For applying for the striking off of the company.

6. **Final Compliance and Closure:**
- **Settle Outstanding Liabilities**: Ensure that all liabilities, taxes, and dues are settled.
- **File Final Financial Statements**: Prepare and file final financial statements and tax returns.
- **Obtain a No Objection Certificate (NOC)**: From the tax authorities and other relevant departments, if applicable.

7. **Wait for Confirmation:**
- **Confirmation of Striking Off**: After filing the necessary forms and completing the formalities, wait for confirmation from the RoC that the company has been struck off the register.

### Steps to Execute the Job:

1. **Review the Current Status**: Confirm the exact status of the company and assess if any legal or financial issues need to be addressed.

2. **Prepare and File Applications**: Prepare the necessary applications for restoration (if required) and for final closure.

3. **Consult with Professionals**: If there are complexities involved, consult with a professional company secretary or legal advisor for assistance.

4. **Follow Up with RoC**: Regularly follow up with the RoC or NCLT to ensure that the process is moving forward as expected.

### Legal Support:

- **Legal Advice**: Consider seeking legal advice from a qualified professional who specializes in company law.
- **Company Secretary**: Engage a company secretary or a professional firm specializing in corporate compliance for assistance in preparing and filing the necessary documents.

By following these steps and consulting with professionals, you can guide your client through the process of closing a struck-off company.