Close Your Company via CCFS-2026: 25% STK-2 Fee Discount

If you have been putting off closing your inactive company because of accumulated penalties, the CCFS-2026 (Companies Compliance Facilitation Scheme 2026) is the most cost-effective closure window India has seen since the COVID-era CFSS 2020. Running from 15 April to 15 July 2026, the scheme lets you clear years of overdue annual filings at just 10% of the accumulated late fees, file Form STK-2 at a 75% discount, and walk away with prosecution immunity under Sections 92 and 137 of the Companies Act, 2013. A company that would normally pay ₹3,00,000+ to close with 5 years of defaults can now complete the entire process for under ₹50,000. This guide covers the complete process - from compliance clearance to STK-2 filing - with exact costs, timelines, documents, and the specific steps to close your company before the 15 July 2026 deadline.

What Is CCFS-2026 and Why It Matters for Company Closure

The Companies Compliance Facilitation Scheme 2026 (CCFS-2026) was introduced by the Ministry of Corporate Affairs through General Circular No. 01/2026 under Section 460 of the Companies Act, 2013. It is a condonation-of-delay amnesty scheme designed to help companies regularise overdue annual filings with the Registrar of Companies (ROC) at a fraction of the normal cost.

How CCFS-2026 Works

Under normal MCA rules, every day a statutory form remains unfiled attracts an additional fee of ₹100 per day. For a company that missed filing AOC-4 and MGT-7 for 3 years, that is 6 overdue forms, each accumulating ₹100/day - adding up to ₹2,00,000 or more in late fees alone. CCFS-2026 slashes this by 90%: you pay only 10% of the accumulated additional fees. Additionally, the Form STK-2 government fee drops from ₹5,000 to ₹1,250.

Why This Is the Best Closure Window Since CFSS 2020

The last comparable scheme - CFSS 2020 (Company Fresh Start Scheme) - offered a 100% waiver during the COVID pandemic. Before that, the CODS 2018 scheme ran for 6 months. MCA does not announce amnesty schemes on a fixed schedule. The gap between CFSS 2020 and CCFS 2026 was 6 years. If you miss this window, the next opportunity may be 2029 or later, and every month of delay adds ₹6,000-₹12,000 in fresh late fees to your closure bill.

Who Can Use CCFS-2026 for Company Closure

CCFS-2026 applies to all companies registered under the Companies Act, 2013 or the Companies Act, 1956 that have pending annual filing obligations with the ROC. For the specific purpose of company closure, these entities can combine compliance clearance with STK-2 filing under the scheme:

Five Categories Excluded from CCFS-2026

Even if the entity type is eligible, specific companies are excluded:

1. Companies against which a final compulsory strike-off notice under Section 248(5) has been published in the Official Gazette
2. Companies that filed Form STK-2 before 15 April 2026 (the scheme start date)
3. Companies that applied for dormant status via Form MSC-1 before the scheme
4. Companies dissolved through amalgamation
5. Vanishing companies listed by MCA or SEBI

Cost Savings: Closing With vs Without CCFS-2026

The financial case for using CCFS-2026 is overwhelming. The table below compares the total closure cost for companies with different levels of compliance defaults - with and without the amnesty scheme.

How the Savings Break Down

The cost difference comes from three components:

1. Late fee waiver (90%): The biggest saving. Late fees on AOC-4 and MGT-7 accumulate at ₹100/day per form. For each form overdue by 1 year, that is ₹36,500. With 2 forms per year (AOC-4 + MGT-7), that is ₹73,000 per year of default. CCFS-2026 reduces this to ₹7,300 per year - a saving of ₹65,700 per year of default.
2. STK-2 fee discount (75%): The filing fee drops from ₹5,000 to ₹1,250 - a ₹3,750 saving. Meaningful but small relative to the late fee waiver.
3. Prosecution immunity: While not a direct monetary saving, immunity from prosecution under Sections 92(5) and 137(3) eliminates potential fines of ₹1,00,000 per section and legal defence costs.

Step-by-Step: How to Close Your Company Under CCFS-2026

Company closure under CCFS-2026 follows a strict sequence. You cannot file STK-2 until all pending compliance is cleared. Here is the complete process, broken into stages with realistic timelines.

Stage 1: Pre-Closure Assessment (Day 1-3)

1. Pull your company's MCA master data from the MCA V3 portal - verify company status, DIN status of all directors, and pending filings
2. List all overdue forms: AOC-4, MGT-7/MGT-7A, ADT-1, DIR-3 KYC, and any event-based forms
3. Confirm CCFS-2026 eligibility - ensure no final Section 248 notice has been issued and no STK-2 was filed before 15 April 2026
4. Check GST registration status and pending returns
5. Verify that all directors' DSCs (Digital Signature Certificates) are valid and DINs are active

Stage 2: Financial Statement Preparation (Day 3-15)

1. Engage a Tax Professional to prepare backdated financial statements for all pending years
2. Prepare the final financial statement as of the closure date showing nil assets and nil liabilities
3. For companies with bank balances, plan the fund distribution or transfer before filing
4. Obtain the auditor's report for each year - even for dormant companies with nil transactions

Stage 3: Compliance Clearance Under CCFS-2026 (Day 15-25)

1. File all pending AOC-4 (financial statements) on the MCA portal with CCFS-2026 concessional fees (10% of accumulated additional fees)
2. File all pending MGT-7 or MGT-7A (annual returns) with CCFS-2026 fees
3. File ADT-1 (auditor appointment) if overdue
4. Complete DIR-3 KYC for all directors (₹5,000 penalty per director if filed late - this is NOT covered by CCFS-2026)
5. File any other overdue event-based forms (SH-7, PAS-3, CHG-1, etc.) at concessional fees

Stage 4: GST and Tax Closure (Day 15-30, parallel with Stage 3)

1. File all pending GST returns (GSTR-3B, GSTR-1, GSTR-9) and pay outstanding GST
2. Apply for GST cancellation via GSTR REG-16 - allow 15-30 days for processing
3. File the final income tax return for the company
4. Obtain TDS/TCS clearance if applicable

Stage 5: Board and Shareholder Approvals (Day 25-30)

1. Pass a board resolution approving the voluntary strike-off and authorising a director to sign STK-2
2. Pass a special resolution (or obtain written consent of at least 75% of shareholders by paid-up capital)
3. Send a notice to all creditors (if any) and obtain NOCs
4. Prepare the affidavit and indemnity bond signed by all directors

Stage 6: STK-2 Filing Under CCFS-2026 (Day 30-35)

1. Log in to the MCA V3 portal and select Form STK-2
2. Fill in company details, attach the special resolution, affidavit, indemnity bond, and statement of accounts
3. Attach certified financial statements in the prescribed format
4. Pay the reduced STK-2 fee of ₹1,250 (CCFS-2026 rate)
5. All directors digitally sign the form using valid DSCs
6. The practising professional (qualified professional) certifies and submits the form

Stage 7: C-PACE Processing (Day 35 onwards - 70-90 days)

1. C-PACE publishes a public notice in the Official Gazette and on the MCA website
2. Stakeholders have 30 days to file objections
3. If no objections, C-PACE issues the final strike-off order
4. Company name is removed from the MCA register - the company stands dissolved

Forms Covered Under CCFS-2026 for Company Closure

Not all MCA forms qualify for the 90% fee waiver. The forms specifically relevant to the company closure process are listed below with their normal fees and CCFS-2026 fees.

CCFS-2026 Closure Timeline: Fitting Everything Into the 91-Day Window

The scheme window of 15 April to 15 July 2026 is 91 days. Here is the realistic timeline for completing the entire closure process within this window, broken into two strategies based on when you start.

Strategy A: Start in April (Recommended)

Strategy B: Late Start (June - High Risk)

If you begin in June, you have approximately 4-6 weeks before the 15 July deadline. This is achievable only if:

• Financial statements can be prepared within 1-2 weeks (typically possible for nil-transaction companies)
• All directors' DSCs are valid and DINs are active
• GST cancellation is already done or the company was never GST-registered
• A professional team handles filings in parallel rather than sequentially

Documents Required for Company Closure Under CCFS-2026

The closure process requires documents at two stages: compliance clearance (pending filings) and the STK-2 application itself.

Documents for Compliance Clearance (AOC-4, MGT-7)

• Audited financial statements (Balance Sheet, P&L, Notes) for each pending year
• Auditor's report for each financial year
• Board resolution adopting the financial statements
• Details of shareholders as of each year-end for MGT-7
• Valid DSCs of all signing directors
• DIR-3 KYC completion for all directors (DINs must be active)

Documents for STK-2 Filing

• Board resolution approving the application for removal of name
• Special resolution or written consent of 75% of shareholders (by paid-up capital)
• Statement of accounts - not older than 30 days from the date of filing
• certified financial statements in the prescribed Excel format
• Affidavit by every director - sworn statement confirming no liabilities and no pending proceedings
• Indemnity bond by every director - undertaking to settle any undisclosed liabilities
• NOC from creditors if the company has or had outstanding debts
• NOC from regulatory authorities (RBI, SEBI, IRDA etc.) if the company operated in a regulated sector
• Copy of the GST cancellation order
• Copy of the latest income tax return acknowledgement

Entity-Wise Closure Guide Under CCFS-2026

The closure process varies slightly depending on the type of company. Here is the specific guidance for each entity type.

Private Limited Company Closure

The most straightforward case. File pending AOC-4 and MGT-7 at 10% fees, pass a special resolution with 75% shareholder consent, and submit STK-2. A private limited company with 2-3 years of defaults typically completes the entire process in 30-45 days under CCFS-2026 at a total cost of ₹25,000-₹50,000 (including professional fees). Detailed private limited company closure guide.

One Person Company (OPC) Closure

OPCs file MGT-7A (simplified annual return) instead of MGT-7. The single member acts as both shareholder and director, simplifying the resolution process. No special resolution is required - the sole member's written consent suffices. OPC closure under CCFS-2026 costs ₹15,000-₹30,000 for most cases. OPC closure process.

Section 8 Company Closure

Section 8 companies (non-profits) have an additional requirement: they must obtain prior approval from the Central Government (MCA) before filing STK-2. This adds 30-60 days to the process. File for MCA approval simultaneously with compliance clearance to stay within the CCFS-2026 window. The remaining assets of a Section 8 company must be transferred to another Section 8 company or a similar entity - they cannot be distributed to members.

Dormant or Inactive Company Closure

Companies that were incorporated but never commenced business, or ceased operations years ago, are the primary beneficiaries of CCFS-2026. These companies typically have nil transactions but years of unfiled returns. Under CCFS-2026, preparing nil-activity financial statements and filing them at 10% of late fees makes closure economically viable for the first time. Many founders of inactive companies have ignored closure because the accumulated penalties exceeded the cost of incorporation - CCFS-2026 eliminates this barrier.

CCFS-2026 + C-PACE: How the Two Work Together

Founders often confuse CCFS-2026 (the fee concession scheme) with C-PACE (the processing office). They are separate but complementary:

The optimal strategy is to use both: file all compliance forms and STK-2 during the CCFS-2026 window at concessional rates, and let C-PACE process the STK-2 application at its accelerated pace. The result: lowest possible cost + fastest possible closure.

Common Mistakes When Using CCFS-2026 for Closure

Based on experience with previous amnesty schemes (CFSS 2020, CODS 2018), these are the errors that cause rejections, delays, and missed savings.

Mistake 1: Filing STK-2 Before Clearing Compliance

The MCA portal will reject STK-2 if any annual return or financial statement is pending. You must file all overdue AOC-4 and MGT-7 forms first, wait for them to appear as "filed" on the company's master data (24-72 hours after submission), and then proceed with STK-2. Filing in the wrong order wastes time and may push you past the deadline.

Mistake 2: Ignoring DIR-3 KYC

If a director's DIN is deactivated due to non-filing of DIR-3 KYC, they cannot digitally sign any form - including STK-2. DIN reactivation requires filing DIR-3 KYC with a ₹5,000 penalty (per director), and this penalty is not waived under CCFS-2026. Start with DIN reactivation before anything else.

Mistake 3: Forgetting DSC Renewal

Digital Signature Certificates expire every 2-3 years. If the signing director's DSC has lapsed, obtaining a new one takes 2-5 business days. Factor this into your timeline - you cannot file a single form on the MCA portal without a valid DSC.

Mistake 4: Skipping GST Cancellation

MCA increasingly cross-verifies GST registration status. An active GST registration may trigger queries from the Registrar or delay STK-2 processing. Apply for GST cancellation as early as possible - it runs in parallel with MCA filings and does not block the compliance clearance stage.

Mistake 5: Waiting Until the Last Week

The MCA portal slows down significantly in the final days of every amnesty scheme. Payment gateway timeouts, form validation errors, and server downtime are common. Aim to complete all filings by 30 June 2026 - two weeks before the deadline - to avoid technical failures.

Mistake 6: Not Verifying Company Status Before Starting

Some companies discover mid-process that the ROC has already initiated compulsory strike-off under Section 248 - making them ineligible for CCFS-2026. Check the MCA master data before engaging a professional and incurring costs.

What If CCFS-2026 Does Not Apply to Your Company?

If your company is excluded from CCFS-2026 (final Section 248 notice, vanishing company, already filed STK-2, etc.), you still have closure options:

CCFS-2026 for Company Closure: Cost Checklist

Use this checklist to estimate your total company closure cost under CCFS-2026. Costs that are covered by the CCFS-2026 concession are marked accordingly.

Prosecution Immunity: What CCFS-2026 Protects You From

One of the most valuable benefits of filing under CCFS-2026 is immunity from prosecution - not just fee reduction. Here is what the immunity covers and what it does not.

What Is Covered

• Section 92(5): Prosecution for failure to file the annual return - both the company and every officer in default face fines up to ₹1,00,000 under normal circumstances
• Section 137(3): Prosecution for failure to file financial statements - the company faces a fine of ₹1,000-₹10,000 per day (up to ₹10,00,000), and every officer in default faces fines up to ₹1,00,000 plus imprisonment up to 6 months

What Is NOT Covered

• Prosecution for fraud (Section 447) or misrepresentation (Section 7)
• Director disqualification actions already initiated under Section 164(2) prior to the scheme
• Non-compliance with orders of NCLT, NCLAT, or courts
• Defaults related to SEBI, RBI, FEMA, GST, or Income Tax regulations
• Non-filing of event-based forms not listed in the scheme circular (e.g., certain CHG forms)

CCFS-2026 vs CFSS 2020: Which Was Better for Closure?

Founders who used CFSS 2020 during the pandemic often ask whether CCFS-2026 offers the same benefits. Here is the comparison:

Verdict: CFSS 2020 was more generous (100% waiver vs 90%) and had a longer window (9 months vs 3 months). But CCFS 2026 is what is available now. For a company with ₹3,00,000 in accumulated late fees, the 10% payment under CCFS-2026 works out to ₹30,000 - still an enormous saving compared to the full ₹3,00,000. The 90% waiver makes closure viable for companies that have been dormant for years.

After CCFS-2026: Post-Filing Obligations and Timeline

Filing STK-2 during the CCFS-2026 window does not immediately dissolve the company. Here is what happens after you submit the form.

C-PACE Processing Flow

1. Preliminary review (7-14 days): C-PACE verifies the completeness of the STK-2 application, checks compliance status, and flags any discrepancies
2. Public notice (Day 15-45): A notice is published in the Official Gazette and on the MCA portal inviting objections from creditors, employees, and other stakeholders for 30 days
3. Objection resolution (if any): If objections are filed, C-PACE investigates and may request additional information from the company
4. Final order (Day 60-90): If no valid objections exist, C-PACE issues the strike-off order
5. Gazette notification: The company's name is removed from the MCA register, and the dissolution is published in the Official Gazette

Post-Closure Checklist

• Close all bank accounts in the company's name
• Cancel any remaining registrations and licences (shops and establishment, professional tax, FSSAI, etc.)
• Inform customers, vendors, and partners of the dissolution
• Retain company records for 8 years as required by the Companies Act, 2013 (Section 248(7))
• Directors should update their DIN profiles to reflect the dissolution
• Keep copies of all CCFS-2026 filing receipts and the final strike-off order as permanent records

Summary

The CCFS-2026 scheme is the most cost-effective company closure window available in India until at least 2029. By filing all pending annual returns at 10% of accumulated late fees and submitting STK-2 at ₹1,250 (75% discount), companies with years of compliance defaults can complete their closure for a fraction of the normal cost. A company with 5 years of pending filings that would normally pay ₹4,00,000-₹7,00,000 to close can now complete the process for ₹45,000-₹80,000. The scheme runs from 15 April to 15 July 2026 - 91 days - and there is no guarantee of an extension. Start the process now: check eligibility, engage a professional, prepare financial statements, clear compliance, and file STK-2 before the deadline. Every day of delay after the scheme closes adds ₹200+ in additional penalties (₹100/day x 2 forms minimum). Close your private limited company, shut down your OPC, or explore all closure options with IncorpX before the CCFS-2026 window shuts.