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Ready to Close Your Private Limited Company?
Get expert assistance for Pvt Ltd closure with complete MCA compliance, starting from ₹7,999.
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Here's How It Works
01
Fill the Form
Simply fill the above form to get started.
02
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Our startup expert will connect with you & complete legalities.
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Close Your Pvt Ltd Company
Get professional assistance with Private Limited Company strike-off, NCLT winding up, and fast track exit.
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Private Limited Company Closure Package
From ₹7999 one-time professional fee
Complete within 7 days
7-day turnaround 100% guaranteed
Form STK-2 Application Filing
Board Resolution Drafting
EGM Special Resolution (MGT-14)
Statement of Accounts by CA
Indemnity Bond Preparation
Director Affidavit Preparation
NOC Collection Assistance
GST Cancellation Assistance
Final ITR-6 Filing Support
Expert CA/CS Support
End-to-End MCA Follow-Up
*Government fees are additional and vary based on company structure
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3 methods to close a pvt ltd company: Voluntary Strike Off (STK-2), NCLT Winding Up, and Fast Track Exit (FTE)
Cost: ₹8,000 to ₹25,000 for strike off; ₹50,000 to ₹2,00,000+ for NCLT winding up
Timeline: 3 to 6 months (strike off) or 1 to 3 years (NCLT)
Key Form: STK-2 filed on MCA V3 portal under Section 248 of the Companies Act, 2013
Penalty risk: ₹1 lakh per year for non-filing; director disqualification after 3 years of default
IncorpX price: Starting at ₹7,999 with expert CA/CS team handling the entire process
Closure of a private limited company is the legal process of dissolving a company registered under the Companies Act, 2013, by removing its name from the ROC register through voluntary strike off, NCLT winding up, or fast track exit.
Three methods are available for closing a pvt ltd company in India. Voluntary strike off under Section 248 is the most common route, where the company files Form STK-2 with the Registrar of Companies to request removal from the register. This process takes 3 to 6 months and costs ₹8,000 to ₹25,000 in total. NCLT winding up under Sections 271 to 274 is required when the company has unresolved liabilities or ongoing legal proceedings. This tribunal-supervised process takes 1 to 3 years and costs ₹50,000 to ₹2,00,000+. Fast track exit (FTE) mode offers a simplified route for defunct or dormant companies with nil assets and liabilities.
The closure process is administered by the Ministry of Corporate Affairs (MCA) through the Registrar of Companies. Key forms involved include STK-2 (strike off application), GNL-2 (supporting documents), and MGT-14 (special resolution filing). Directors of inactive companies that remain non-compliant risk disqualification under Section 164(2), DIN deactivation, and penalties of ₹1 lakh per year. At IncorpX, our CA and CS team handles the entire business closure process from start to finish.
The Companies Act, 2013 provides multiple routes for closing a Private Limited Company. The right method depends on your company's status, assets, liabilities, and compliance history. Here is a detailed comparison:
Parameter
Voluntary Strike Off
NCLT Winding Up
Fast Track Exit (FTE)
Legal Provision
Section 248
Sections 271-274
Section 248 (simplified)
Initiated By
Company (directors)
Company, creditors, or ROC
Company (directors)
Key Form
STK-2
NCLT Petition
STK-2
Timeline
3 to 6 months
1 to 3 years
3 to 6 months
Cost
₹8,000 to ₹25,000
₹50,000 to ₹2,00,000+
₹8,000 to ₹15,000
Liabilities
Must be nil
Can have pending liabilities
Must be nil
Complexity
Low
High
Low
Liquidator Required
No
Yes (NCLT-appointed)
No
Best For
Inactive companies, nil liabilities
Companies with debts/disputes
Defunct/dormant, nil assets
Director Disqualification Risk
No
Possible
No
Compulsory strike off is a separate scenario where the ROC initiates removal under Section 248(1) using Form STK-1 when a company has not filed returns for 2+ consecutive years. This route causes director disqualification and should be avoided through proactive voluntary closure. Companies with assets to distribute can also consider NCLT voluntary liquidation under Section 59 of the Insolvency and Bankruptcy Code, 2016.
If your company has no liabilities and no ongoing business, choose voluntary strike off (STK-2). If the company has never commenced business and has nil assets, fast track exit is the simplest route. For companies with unsettled debts, NCLT winding up is the only option. Read our guide on fast track exit mode for defunct companies.
Benefits of Closing an Inactive Pvt Ltd Company
Closing an inactive private limited company is not just an administrative formality. It protects your DIN, personal credit, and financial interests. Here are the key reasons to close your company now:
Avoid Director Disqualification
Closing an inactive company prevents DIN deactivation and disqualification under Section 164(2) that triggers after 3 years of non-filing. Your DIN stays active for future ventures.
Stop Recurring Compliance Costs
Annual compliance for inactive companies costs ₹15,000 to ₹30,000 yearly. Closure eliminates ROC filing, auditor fees, and GST returns permanently.
Save from Accumulated Penalties
Non-filing penalties of ₹1 lakh per year stack up. Companies inactive for 3+ years can owe ₹3 lakh to ₹5 lakh in penalties alone. Close now to stop the bleeding.
Clear Legal Liability
Directors remain personally liable for company debts until formal closure. Strike off via STK-2 provides legal finality under Section 248 of the Companies Act, 2013.
Free Up DIN for New Ventures
A disqualified DIN prevents directors from starting or joining other companies. Closing the inactive company preserves DIN status for your next business.
100% Online Process
The entire STK-2 filing is done on the MCA V3 portal. No physical visits to ROC offices required. DSC-based digital signing for all documents.
Protect Personal Credit
Company non-compliance can affect directors' personal CIBIL scores and create issues with bank loans, credit cards, and new business registrations.
One-Time Process, Permanent Relief
Unlike annual compliance that repeats every year, company closure is a one-time process. Once the ROC strikes off the company name, all recurring compliance obligations end permanently.
A Bangalore-based SaaS startup (Pvt Ltd, 2 directors, ₹1 lakh authorized capital) approached IncorpX after 4 years of inactivity. Accumulated penalties exceeded ₹4.2 lakh (3 years of non-filing at ₹1 lakh/year + GST late fees). Our team filed pending annual returns, cancelled GST, filed final ITR-6, and submitted STK-2 within 47 days. The ROC issued the strike off order in 4 months. Total closure cost: ₹14,500 (₹7,999 professional fee + ₹5,000 STK-2 government fee + ₹1,500 stamp duty and notarization). The directors' DINs were protected, and they went on to co-found a new venture within 2 months.
Documents Required to Close a Pvt Ltd Company
For Directors:
Director Documents
Affidavit by all directorsOn stamp paper (₹10 to ₹100, state-dependent) verifying no pending liabilities
Indemnity bond by all directorsOn stamp paper (₹100 to ₹500, state-dependent) covering post-closure liabilities
Valid Class 3 Digital Signature Certificate (DSC)Registered on MCA portal (₹800 to ₹2,000 per director)
Director KYC (DIR-3 KYC)Filed and up to date for the current financial year
For the Company:
Company Documents
Board resolutionWith 2/3rd director consent (certified true copy)
Special resolutionWith 75%+ shareholder approval (passed at EGM)
Form MGT-14Filed with ROC within 30 days of passing special resolution
Statement of accountsNot older than 30 days from STK-2 application date, prepared by CA
Latest audited financial statementsBalance sheet and P&L
All filed annual returnsAOC-4, MGT-7 up to date
NOCs from all creditorsConfirming no outstanding dues
NOC from Income Tax Department (CBDT)Tax clearance certificate
NOC from GST authorities (GSTN)GST compliance clearance
GST cancellation certificateAnd GSTR-10 final return acknowledgment
Final ITR-6 acknowledgmentFiled up to date of application
Company PAN and CINDetails for STK-2 form
Bank account closure certificateRecommended but not mandatory
Prepare the statement of accounts last since it must be dated within 30 days of the STK-2 application. If the 30-day window expires, you will need to prepare a fresh statement, adding cost and delay.
All directors must have valid Class 3 DSC before filing. Renewal takes 1 to 3 working days and costs ₹800 to ₹2,000 per director. Get your digital signature certificate (DSC) renewed early to avoid delays. Also ensure your DIR-3 KYC filing is up to date.
Cost to Close a Private Limited Company in 2026
The total cost to close a private limited company depends on the closure method chosen and the company's compliance status. Here is the complete cost breakdown for the voluntary strike off route:
Component
Amount ₹
Notes
Government Fee (STK-2)
₹5,000 to ₹10,000
Based on authorized capital
Government Fee (GNL-2)
₹500
General filing form
Government Fee (MGT-14)
₹500 to ₹1,000
Resolution filing
Stamp Duty (Affidavit)
₹10 to ₹100
State-dependent
Stamp Duty (Indemnity Bond)
₹100 to ₹500
State-dependent
Notarization
₹500 to ₹1,500
For affidavit and bond
DSC Renewal (if needed)
₹800 to ₹2,000
Per director
Professional Fee (CA/CS)
₹5,000 to ₹25,000
Depends on complexity
Total (Strike Off)
₹8,000 to ₹25,000
Total (NCLT Winding Up)
₹50,000 to ₹2,00,000+
Complex cases with liabilities
State-Wise Stamp Duty for Closure Documents:
State
Affidavit ₹
Indemnity Bond ₹
Maharashtra
₹100
₹500
Delhi
₹10
₹100
Karnataka
₹20
₹200
Tamil Nadu
₹20
₹100
Gujarat
₹20
₹100
Uttar Pradesh
₹10
₹100
West Bengal
₹10
₹100
Telangana
₹20
₹200
Government fees are charged at actuals. No hidden charges. IncorpX's professional fee covers CA/CS consultation, document drafting, MCA filing, and follow-up until the strike off order is issued. Based on our experience closing 500+ companies since 2020, the average total cost for a standard strike off with nil liabilities is ₹12,000 to ₹15,000. We offer a full refund guarantee if we fail to file due to our error.
Not closing an inactive company costs ₹1 lakh+ per year in penalties. Over 3 years, that is ₹3 lakh+ vs ₹7,999 to close it now. Need help with accounting services before closure? We can help.
Step-by-Step Process to Close a Pvt Ltd Company (STK-2 Filing)
The voluntary strike off process involves 10 steps over 90 to 180 days, starting at ₹7,999. Here is the complete process that IncorpX follows for every company closure:
Step 1: Hold Board Meeting and Pass Resolution
Convene a board meeting with at least 2/3rd directors present. Pass a resolution to close the company voluntarily under Section 248 of the Companies Act, 2013. Record minutes and prepare certified true copy.
Timeline: Day 1 to 7
Step 2: Settle All Pending Liabilities
Clear all outstanding debts, statutory dues, employee liabilities, and vendor payments. The company must have nil or settled liabilities before filing for strike off. Obtain written confirmations from creditors.
Timeline: Before filing (varies)
Step 3: Obtain NOCs from Creditors and Regulators
Collect no objection certificates from all creditors, income tax department (CBDT), GST authorities (GSTN), EPFO, and ESIC if applicable. NOCs confirm no pending claims against the company.
Timeline: 7 to 30 days
Step 4: Cancel GST Registration and File GSTR-10
Apply for GST cancellation on the GST portal using Form REG-16. File GSTR-10 (final return) within 3 months of cancellation order. Obtain the GST cancellation certificate as proof for STK-2 attachment.
File the company income tax return (ITR-6) up to the date of the STK-2 application. Ensure all tax dues are paid. Obtain the ITR filing acknowledgment for attachment with the strike off application.
Hold an Extraordinary General Meeting (EGM) and pass a special resolution with 75%+ shareholder approval for voluntary strike off. File Form MGT-14 with ROC within 30 days of passing the resolution.
Form: MGT-14 | Timeline: Day 30 to 45
Step 7: Prepare Statement of Accounts, Affidavit and Indemnity Bond
Prepare statement of accounts (not older than 30 days from application). Directors sign an affidavit verifying no liabilities on appropriate stamp paper. Execute an indemnity bond covering any post-closure liabilities.
Timeline: Day 45 to 50
Step 8: File Form STK-2 on MCA V3 Portal
File e-Form STK-2 on the MCA portal with all attachments: board resolution, special resolution, statement of accounts, affidavit, indemnity bond, NOCs, GST cancellation proof, and ITR acknowledgment. Pay government fee of ₹5,000 to ₹10,000. All directors digitally sign using Class 3 DSC.
The Registrar of Companies reviews the application and publishes a notice in the Official Gazette. The public gets 30 days to raise objections against the company strike off.
Timeline: 30 days (mandatory objection period)
Step 10: Company Name Struck Off from ROC Register
If no objections are received within 30 days, the ROC strikes off the company name from the register. The company stands dissolved. Total timeline from board resolution to final strike off is 3 to 6 months.
Timeline: 30 to 90 days after public notice
Do not let the statement of accounts expire. It must be dated within 30 days of the STK-2 application. If the gap exceeds 30 days, the ROC will reject the application, and you will need to prepare a fresh statement at additional cost.
Expert CA/CS team handles the entire process. 100% online.
Eligibility for Voluntary Strike Off Under Section 248
Before applying for voluntary strike off, your company must satisfy all of the following eligibility conditions under Section 248 of the Companies Act, 2013:
Requirement
Detail
Company Status
Not carrying on business for 2+ years OR never commenced business within 1 year of incorporation
Liabilities
All liabilities must be nil or fully settled
Legal Proceedings
No ongoing litigation, arbitration, or regulatory investigations
Annual Returns
All annual returns (AOC-4, MGT-7) filed up to date
Financial Statements
All audited financial statements filed
GST Status
GST registration cancelled or surrendered, GSTR-10 filed
Income Tax
Final ITR filed, no pending tax demands
Directors
Minimum 2/3rd directors must consent via board resolution
Shareholders
75%+ shareholders must approve via special resolution
Bank Accounts
Recommended to close all company bank accounts
Employees
All employee dues (salary, PF, gratuity) settled
Companies that filed Form INC-20A (declaration of commencement) but never actually did business are still eligible for voluntary strike off. Companies that never filed INC-20A may face compulsory strike off by ROC instead. Alternatively, consider getting dormant company status if you plan to resume operations later.
Strike Off vs NCLT Winding Up vs Fast Track Exit
Choosing the right closure method saves time and money. Here is a detailed comparison of all three routes available under Indian law:
Our experts will recommend the best closure method for your situation.
What Happens If You Don't Close Your Pvt Ltd Company
Abandoning a Private Limited Company without formal closure creates serious legal, financial, and personal consequences for every director on record:
Consequence
Description
Impact
Director Disqualification
Under Section 164(2), directors of companies that default on filings for 3+ years are disqualified
Cannot be appointed as director in any company for 5 years
DIN Deactivation
MCA deactivates Director Identification Numbers of defaulting directors
Cannot serve as director in any other company until restored
Penalty Accumulation
Non-filing penalty of ₹1 lakh per year of default for each overdue form
Over 3 years, penalties can exceed ₹3 lakh to ₹5 lakh
GST Late Fees
GSTR-3B late filing attracts ₹50 to ₹200 per day per return
Accumulates every month; can add ₹20,000+ per year
Income Tax Notices
IT department sends notices for unfiled returns with interest and penalties
Interest under Section 234A/B/C and prosecution under Section 276CC
Credit Score Damage
Directors' personal CIBIL scores get negatively affected
Difficulty obtaining personal loans, credit cards, or home loans
ROC Compulsory Strike Off
ROC initiates strike off under Section 248(1) with no director control
Directors disqualified automatically; no protection of interests
Personal Liability
Directors may become personally liable for company's unpaid statutory dues
Personal assets can be attached in recovery proceedings
Section 164(2) disqualification lasts 5 years from the date of default. During this period, you cannot be appointed as director in any Indian company. Close your inactive company before the 3-year non-filing threshold triggers disqualification. Check your current filing status with our ROC annual filing service. For ongoing compliance needs, see private limited company compliance.
Do not let penalties and disqualification pile up. Act now.
GST and ITR Compliance Before Company Closure
Completing GST and income tax compliance is a mandatory prerequisite before filing Form STK-2. The ROC verifies compliance status during processing, and any gaps will result in rejection. Here is what you need to complete:
GST Cancellation Process
Apply for GST cancellation on www.gst.gov.in using Form REG-16. Clear all pending GST returns including GSTR-3B and GSTR-1 up to the cancellation date. After the cancellation order is issued, file GSTR-10 (final return) within 3 months. The GST cancellation certificate is a mandatory attachment with Form STK-2.
Final Income Tax Return (ITR-6)
File the company's final income tax return (ITR-6) up to the date of the STK-2 application on www.incometax.gov.in. Clear all tax dues including advance tax and TDS. Obtain the ITR filing acknowledgment as proof for the ROC.
TDS Returns and Other Filings
File all pending TDS returns (Form 24Q for salary TDS, Form 26Q for non-salary TDS) up to the date of closure. Cancel the company's TAN after filing final TDS returns. If the company was registered under EPFO or ESIC, file for closure of PF and ESI accounts after settling all employee dues.
Professional Tax Clearance
If the company is registered for professional tax in any state (Maharashtra, Karnataka, West Bengal, etc.), obtain a professional tax clearance or de-registration certificate. Outstanding professional tax dues must be settled before applying for strike off.
File GSTR-10 (final return) within 3 months of the GST cancellation order date. Missing this deadline attracts a late fee of ₹200 per day (₹100 CGST + ₹100 SGST) capped at the tax liability amount. Need help with GST registration or cancellation? Contact our team.
Related Business Closure Services
IncorpX provides closure services for all types of business entities in India. If you are closing a different entity type, or considering alternatives to closure, explore these related services:
Already struck off? File for restoration within 20 years via NCLT under Section 252. We handle the entire revival process.
FAQs on Private Limited Company Closure
Here are answers to the most frequently asked questions about closing a private limited company in India. These cover process, cost, eligibility, documents, and compliance requirements:
Closure of a private limited company means legally dissolving the company and removing its name from the ROC register. Under the Companies Act, 2013, closure can happen through voluntary strike off (Section 248), compulsory winding up by NCLT, or fast track exit for defunct companies. The process requires board and shareholder resolutions, NOCs, and MCA filings.
Section 248 allows a company or the ROC to apply for removal of a company's name from the Register of Companies. Companies that have not commenced business within 1 year of incorporation, or have not carried on business for 2 consecutive years, can apply using Form STK-2. Government fee ranges from ₹5,000 to ₹10,000.
Form STK-2 is the MCA e-form filed under Section 248 of the Companies Act, 2013 to apply for voluntary removal of a company's name from the ROC register. It must be digitally signed by all directors using Class 3 DSC and certified by a practicing CA or CS. Filing fee is ₹5,000 to ₹10,000 based on authorized capital.
Voluntary strike off is when a company itself applies to the ROC under Section 248 using Form STK-2 to remove its name from the register. It requires a board resolution (2/3rd directors), special resolution (75%+ shareholders), NOCs from creditors, and nil pending liabilities. Timeline is 3 to 6 months.
Compulsory strike off occurs when the ROC initiates removal of a company's name under Section 248(1) by issuing Form STK-1. This happens when the ROC finds the company has not carried on business for 2+ consecutive years or has not filed annual returns. Directors receive 30 days to respond before the company is struck off.
An indemnity bond is a legal document signed by all directors on stamp paper (₹100 to ₹500, varies by state) before filing STK-2. It indemnifies against any liabilities that may arise after the company is struck off. Directors remain personally liable for any undisclosed debts or claims discovered post-closure under Section 248(5).
A statement of accounts is a financial document prepared by a Chartered Accountant showing the company's assets, liabilities, income, and expenses up to a date not older than 30 days from the STK-2 application date. It is a mandatory attachment with Form STK-2 and confirms the company has nil or settled liabilities.
Fast track exit mode is a simplified closure process for defunct or dormant companies that have nil assets and liabilities and have not carried on business for 2+ years. The process follows the STK-2 filing route under Section 248 with relaxed requirements. FTE takes 3 to 6 months and costs ₹8,000 to ₹15,000 including government and professional fees.
The National Company Law Tribunal (NCLT) handles compulsory winding up under Sections 271 to 274 of the Companies Act, 2013. A winding up petition is filed by the company, creditors, or the ROC. NCLT appoints an official liquidator to distribute assets to creditors. The entire NCLT winding up process takes 1 to 3 years and costs ₹50,000 to ₹2,00,000+.
Yes, a struck-off company can be restored within 20 years of the strike off date. The company or any aggrieved member files Form STK-5 with the ROC or Form STK-6 with the NCLT for restoration. The applicant must show just cause, pay all pending fees and penalties, and file all overdue annual returns and financial statements.
Failure to file annual returns (Form AOC-4 and MGT-7) for 3+ consecutive years leads to director disqualification under Section 164(2) of the Companies Act, 2013. The company faces a penalty of ₹1 lakh per year of default. The ROC can also initiate compulsory strike off under Section 248(1), and directors' DINs get deactivated.
Yes, a board resolution with 2/3rd director consent is the first mandatory step for voluntary closure. The resolution authorizes the company to apply for strike off under Section 248. Additionally, a special resolution with 75%+ shareholder approval must be passed at an Extraordinary General Meeting (EGM) and filed via Form MGT-14 with ROC.
Form GNL-2 is a general-purpose MCA filing form used to submit documents that don't have a specific form. During company closure, GNL-2 is used to file the statement of accounts, affidavits, and supporting documents with the ROC. The government fee for GNL-2 is ₹500. It is filed alongside or before Form STK-2.
Directors remain personally liable for any undisclosed liabilities under Section 248(5) even after the company is struck off. If the ROC initiated the strike off due to non-compliance, directors may face disqualification under Section 164(2) for 5 years, DIN deactivation, and penalties of ₹1 lakh per year of default.
To close a pvt ltd company: (1) pass board resolution with 2/3rd directors, (2) settle all liabilities, (3) obtain NOCs from creditors, CBDT, GSTN, (4) cancel GST and file GSTR-10, (5) file final ITR-6, (6) pass special resolution at EGM, (7) prepare statement of accounts, affidavit, indemnity bond, (8) file Form STK-2 on MCA portal. Takes 3 to 6 months.
Log in to www.mca.gov.in (MCA V3 Portal). Navigate to MCA Services, select Filing of Forms. Choose Form STK-2. Fill company details, attach board resolution, special resolution, statement of accounts, affidavit, indemnity bond, and NOCs. All directors digitally sign using Class 3 DSC. Pay ₹5,000 to ₹10,000 government fee online.
Apply for GST cancellation on www.gst.gov.in using Form REG-16. File all pending GST returns including GSTR-3B and GSTR-1. After cancellation order is issued, file GSTR-10 (final return) within 3 months. Obtain the GST cancellation certificate as it is a mandatory attachment with Form STK-2 for company closure.
Send formal letters to all creditors, the Income Tax Department (CBDT), GST authorities (GSTN), EPFO, and ESIC requesting no objection certificates. Creditors confirm no outstanding dues exist. The income tax NOC may take 15 to 30 days. Keep copies of all NOCs as they must be attached with Form STK-2.
A dormant company can be closed through fast track exit (FTE) mode: (1) verify nil assets and liabilities, (2) file all pending annual returns, (3) pass board resolution, (4) obtain NOCs, (5) prepare statement of accounts and indemnity bond, (6) file Form STK-2 with MCA. FTE has relaxed eligibility. Total timeline is 3 to 6 months.
A company that never commenced business can apply for strike off under Section 248 within 1 year of incorporation by filing Form STK-2. If Form INC-20A (declaration of commencement) was never filed, the ROC may also initiate compulsory strike off. File all pending returns, obtain NOCs, and submit STK-2 with ₹5,000 government fee.
Yes, filing the final income tax return (ITR-6) up to the date of the STK-2 application is mandatory. Clear all tax dues including advance tax and TDS. Obtain the ITR filing acknowledgment as proof for the ROC. Non-filing of ITR can lead to rejection of the strike off application and additional penalties under the Income Tax Act, 1961.
All directors signing Form STK-2 must have a valid Class 3 Digital Signature Certificate (DSC) registered on the MCA portal. The practicing professional (CA or CS) certifying the form also needs an active DSC. Each DSC costs ₹800 to ₹2,000 and is valid for 2 years. Expired DSCs must be renewed before filing.
No, a company with pending liabilities cannot apply for voluntary strike off under Section 248. All debts, statutory dues, employee salaries, vendor payments, and tax liabilities must be fully settled before filing STK-2. If liabilities exist and cannot be settled, the company must go through NCLT winding up (Sections 271 to 274) instead.
Voluntary strike off costs ₹8,000 to ₹25,000 total, including government fees (₹5,000 to ₹10,000 for STK-2, ₹500 for GNL-2), stamp duty (₹100 to ₹500), notarization (₹500 to ₹1,500), and professional CA/CS charges (₹5,000 to ₹25,000). NCLT winding up costs significantly more at ₹50,000 to ₹2,00,000+. IncorpX offers strike off starting at ₹7,999.
The government fee for filing Form STK-2 on the MCA portal is ₹5,000 for companies with authorized capital up to ₹1 lakh, and up to ₹10,000 for higher authorized capital. Additional fees apply for late filing of pending returns. Form GNL-2 costs ₹500 and Form MGT-14 costs ₹500 to ₹1,000 depending on authorized capital.
The total cost of voluntary strike off includes: government fee for STK-2 (₹5,000 to ₹10,000), GNL-2 (₹500), MGT-14 (₹500 to ₹1,000), stamp duty for affidavit and indemnity bond (₹110 to ₹600 depending on state), notarization (₹500 to ₹1,500), and professional fees (₹5,000 to ₹25,000). Total ranges from ₹8,000 to ₹25,000.
Voluntary strike off via STK-2 takes 3 to 6 months from board resolution to final ROC order. NCLT winding up takes 1 to 3 years due to tribunal hearings and liquidation. Fast track exit mode takes 3 to 6 months with simplified requirements. Pre-closure compliance (GST cancellation, ITR filing, NOCs) can add 1 to 2 months to the total timeline.
IncorpX's closure service starting at ₹7,999 includes: expert CA/CS consultation, drafting board and special resolutions, preparing statement of accounts, affidavit, and indemnity bond, filing Forms STK-2 and MGT-14 on MCA portal, coordinating GST cancellation assistance, NOC collection guidance, and end-to-end compliance handling until the company is struck off.
NCLT compulsory winding up costs ₹50,000 to ₹2,00,000+ depending on case complexity, number of creditors, and asset distribution. This includes NCLT petition filing fee, advocate fees (₹25,000 to ₹1,00,000), liquidator charges, and professional fees. NCLT route is required when the company has unresolved liabilities or ongoing legal proceedings.
Stamp duty varies by state. For the directors' affidavit: ₹10 (Delhi, UP, West Bengal) to ₹100 (Maharashtra). For the indemnity bond: ₹100 (Delhi, Tamil Nadu, Gujarat) to ₹500 (Maharashtra). Karnataka and Telangana charge ₹20 for affidavits and ₹200 for indemnity bonds. These amounts are in addition to notarization fees of ₹500 to ₹1,500.
Yes, companies with zero turnover and nil assets and liabilities qualify for simplified closure via fast track exit mode. The cost is lower because fewer compliance filings and NOCs are required. Government fee remains ₹5,000 to ₹10,000 for STK-2, but professional fees may be reduced to ₹5,000 to ₹8,000. Total cost: ₹8,000 to ₹15,000.
Not closing an inactive company leads to annual compliance penalties: ₹1 lakh per year for non-filing of annual returns under Section 164(2), additional penalties for non-filing of ITR, and GST late fees of ₹50 to ₹200 per day. Over 3 years, penalties can exceed ₹3 lakh to ₹5 lakh, far exceeding the ₹7,999 to ₹25,000 closure cost.
Strike off (Section 248) is a simpler, faster process (3 to 6 months, ₹8,000 to ₹25,000) where the company applies to ROC via Form STK-2 for name removal. Winding up (Sections 271 to 274) involves NCLT, appointment of a liquidator, asset distribution to creditors, and takes 1 to 3 years costing ₹50,000 to ₹2,00,000+. Strike off suits nil-liability companies; winding up suits complex cases.
Voluntary strike off is initiated by the company itself via Form STK-2 when directors decide to close. Compulsory strike off is initiated by the ROC via Form STK-1 when a company has not operated for 2+ years or not filed returns for 3+ years. Compulsory strike off can lead to director disqualification under Section 164(2); voluntary does not.
Fast track exit (FTE) is ideal for defunct companies with nil assets, nil liabilities, and no business for 2+ years. Regular voluntary strike off suits companies that operated but have now settled all liabilities. Both use Form STK-2 and take 3 to 6 months. FTE has relaxed compliance requirements and may cost ₹3,000 to ₹5,000 less in professional fees.
Yes, you can convert a private limited company to an LLP, OPC, or sole proprietorship instead of closing it. Conversion preserves the business entity and avoids closure formalities. However, conversion has its own requirements: LLP conversion requires nil security interest, and OPC conversion requires only 1 shareholder. Evaluate if business conversion suits your situation.
To close a pvt ltd company registered with ROC Mumbai, file Form STK-2 on the MCA portal. Mumbai-registered companies need affidavit stamp paper of ₹100 and indemnity bond stamp paper of ₹500 (Maharashtra rates, highest in India). The ROC Mumbai office handles processing. Professional fees in Mumbai range from ₹8,000 to ₹20,000. Total timeline remains 3 to 6 months.
Companies registered with ROC Delhi follow the same STK-2 process on the MCA portal. Delhi has lower stamp duty: ₹10 for affidavit and ₹100 for indemnity bond. NCR has a high density of CA and CS professionals, so professional fees are competitive at ₹5,000 to ₹15,000. GST cancellation is filed on the central GST portal regardless of location.
For companies registered with ROC Bangalore, file STK-2 on the MCA portal. Karnataka stamp duty is ₹20 for affidavit and ₹200 for indemnity bond. Bangalore's startup ecosystem means many tech companies seek closure after pivots. Professional fees range from ₹6,000 to ₹18,000. IncorpX handles Bangalore company closures 100% online starting at ₹7,999.
Closure costs vary by state mainly due to stamp duty differences. Maharashtra is the most expensive (affidavit ₹100, indemnity bond ₹500). Delhi, UP, and West Bengal are cheapest (affidavit ₹10, bond ₹100). Karnataka and Telangana are moderate (affidavit ₹20, bond ₹200). Government fees for STK-2 (₹5,000 to ₹10,000) and professional fees remain uniform across states.
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