How to File STK-2 Company Strike Off Application on MCA V3

Filing Form STK-2 is the standard process for a company to voluntarily remove its name from the Register of Companies maintained by the Registrar of Companies (ROC) under Section 248(2) of the Companies Act, 2013. This form applies to Private Limited Companies, One Person Companies, Public Limited Companies, and Section 8 Companies that have not commenced business within 1 year of incorporation, or have not carried on business for 2 immediately preceding financial years. The entire process, from passing the Special Resolution to the ROC striking off the company name, takes 60 to 90 days and costs between ₹15,000 and ₹30,000 including government fees and professional charges. The MCA V3 portal at mca.gov.in is the mandatory platform for filing STK-2 from 2024 onwards.

What is Company Strike Off Under Section 248?

Company strike off is the process of removing a company's name from the Register of Companies maintained by the Registrar of Companies (ROC). Once struck off, the company ceases to exist as a legal entity and stands dissolved. Section 248 of the Companies Act, 2013 provides two routes for strike off:

Section 248(1): ROC-Initiated Strike Off. The Registrar of Companies can strike off a company's name on its own initiative if the company has failed to commence business within 1 year of incorporation, or has not carried on any business or operations for 2 immediately preceding financial years. The ROC issues a notice in Form STK-7 to the company and its directors, giving them 30 days to respond. If no satisfactory response is received, the ROC proceeds to strike off the company's name. This route also results in disqualification of directors under Section 164(2)(a) of the Companies Act, 2013.

Section 248(2): Voluntary Strike Off by the Company. The company itself can apply to the ROC for removal of its name using Form STK-2. The company must satisfy at least one of these two conditions:

• Section 248(2)(a): The company has not commenced any business within 1 year of its incorporation and the members have applied for strike off by passing a Special Resolution or obtaining consent of at least 75% of the total members
• Section 248(2)(b): The company has not carried on any business or operations for 2 immediately preceding financial years and has no pending application under Section 252(3) for revival

The application must be supported by a Special Resolution passed with at least 75% majority of members. The company must also provide a Statement of Accounts not older than 30 days from the date of application, an Indemnity Bond from every director, and an Affidavit from every director confirming that the company has no pending liabilities, litigation, or regulatory proceedings.

The voluntary route through STK-2 is the preferred method because the company retains full control over the timeline, directors are not disqualified (unlike ROC-initiated strike off under STK-7), and the process is faster and less costly than NCLT winding up. For inactive companies with no assets, liabilities, or pending litigation, STK-2 strike off is the most practical and cost-effective closure method available under Indian company law.

Section 248(5): Gazette Publication. After receiving the STK-2 application, the ROC publishes a notice in the Official Gazette giving not less than 30 days for any person to raise objections. The notice is also published on the MCA website. During this period, creditors, regulatory authorities, and the general public can submit objections to the proposed strike off. If no objections are received within 30 days, the ROC proceeds with striking off the company's name.

Section 248(7): Continuing Liability of Directors. The liability of every director, manager, and officer of the company continues and may be enforced as if the company had not been dissolved. This is a critical provision that ensures directors cannot escape liability for undisclosed obligations by simply striking off the company. The liability continues for 20 years from the date of dissolution. Any creditor, employee, or aggrieved party can pursue personal claims against the erstwhile directors during this period.

Who Can Apply for Strike Off Using STK-2?

The following companies registered under the Companies Act, 2013 are eligible to apply for voluntary strike off through Form STK-2:

Types of Companies That Can File STK-2

• Private Limited Company -- Most common entity type to file STK-2 for voluntary closure
• One Person Company (OPC) -- Single-member companies that have become inactive
• Public Limited Company -- Including unlisted public companies with no active operations
• Section 8 Company -- Non-profit companies, subject to additional conditions regarding asset transfer

Who Cannot File STK-2

• Limited Liability Partnerships (LLPs) -- LLPs close through Form 24 under the LLP Act, 2008. See our LLP closure guide
• Companies with pending litigation before any court, NCLT, or tribunal
• Companies with outstanding charges or unsatisfied secured creditors registered with the ROC
• Companies under inspection or investigation by SFIO, ROC, or any regulatory authority
• Companies with pending applications under Section 252(3) for revival of a previously struck off company
• Companies that are currently active and carrying on business -- only companies inactive for 2+ years or that never commenced business qualify
• Companies with undischarged liabilities -- all debts, loans, employee dues, and statutory obligations must be fully settled before filing
• Companies with assets remaining on their balance sheet -- all assets must be disposed of or transferred before strike off. For Section 8 companies, assets must be transferred to another Section 8 company with similar objects

Special Considerations for Different Company Types

Private Limited Companies: The most common entity type to file STK-2. Requires consent of at least 75% of the total number of members. For the typical 2-member Pvt Ltd company, both members must consent. If one member dissents, the company cannot proceed with voluntary strike off and must explore NCLT winding up instead.

One Person Companies (OPCs): Since an OPC has a single member who is also the sole director, that person's written consent documented in the board minutes is sufficient. The OPC nominee does not need to consent. File STK-2 following the same process as a Pvt Ltd company. Visit our OPC closure guide for specific details.

Public Limited Companies: Unlisted public companies can file STK-2 with a Special Resolution passed at an EGM. Listed companies typically go through SEBI-governed delisting before closure and have additional regulatory requirements. Most STK-2 filings are by unlisted companies.

Section 8 Companies: Non-profit companies registered under Section 8 can file STK-2, but must transfer remaining assets (if any) to another Section 8 company with similar charitable or non-profit objects as specified in the Memorandum of Association. This asset transfer must be approved by the members and may require prior approval from the regional director or central government, depending on the conditions in the Section 8 license.

When to Choose Strike Off vs Winding Up vs Dormant Status

Before filing STK-2, evaluate whether strike off is the right closure method for your company. Each method serves a different purpose and has different cost, timeline, and compliance implications. Choosing the wrong method can result in wasted fees, extended timelines, and legal complications.

Voluntary Strike Off (STK-2) is the fastest and least expensive closure method. It works only for companies that have zero assets, zero liabilities, and no active operations. The company must have either never commenced business, or must have been inactive for at least 2 full financial years. The entire process is administrative (handled by the ROC) and does not involve any court or tribunal proceedings.

NCLT Winding Up is a judicial process conducted through the National Company Law Tribunal. It is necessary when the company has assets that need to be liquidated, debts that need to be settled through a structured process, disputes among shareholders, or when the company is unable to pay its debts. A liquidator is appointed to take control of the company's assets, sell them, distribute proceeds to creditors in the order of priority prescribed under the Companies Act, and then dissolve the company. This process is significantly more expensive and time-consuming than strike off.

Dormant Status (Section 455) is not a closure method. It is a status change that keeps the company alive but in an inactive state. A dormant company has reduced compliance requirements: no need to hold annual general meetings (only a board meeting every 6 months), and filing of annual returns and financial statements continues but with reduced scrutiny. Dormant status is the right choice if the company's promoters plan to resume operations in the future but do not want to bear the full cost of annual compliance during the inactive period.

Prerequisites Before Filing STK-2

Before submitting Form STK-2 on the MCA V3 portal, the company must complete all of the following prerequisites. Failing to complete any of these will result in rejection of the STK-2 application by the ROC.

1. All ROC Filings Must Be Current

File all pending annual returns (Form MGT-7 or MGT-7A) and financial statements (Form AOC-4 or AOC-4 CFS) for every financial year up to the date of application. File Form ADT-1 for auditor appointment if pending. File DIR-3 KYC for every director. Pay all late filing fees and additional fees. The ROC's system automatically checks for pending filings and will block STK-2 submission if any filing is overdue.

2. All Liabilities Must Be Discharged

Pay all outstanding debts, employee salaries, vendor dues, statutory dues, and tax liabilities. The company must have zero liabilities on its balance sheet at the time of filing. Obtain written confirmation from all creditors that their dues have been fully settled.

3. All Bank Accounts Must Be Closed or at NIL Balance

Close all current accounts, savings accounts, fixed deposits, and loan accounts held by the company. Obtain bank closure letters for each account. If closing the account is not possible before filing, bring the balance to zero and obtain a latest bank statement showing NIL balance.

4. GST Registration Must Be Cancelled

File all pending GST returns on the GST portal. Apply for voluntary cancellation of GST registration. File the final return GSTR-10 within 3 months of the cancellation order date. Obtain the GST cancellation order. The GST portal process is separate from the MCA portal process and must be completed independently.

5. Income Tax Clearance Must Be Obtained

File all pending income tax returns. Clear any outstanding tax demands or assessments. Obtain a No Objection Certificate (NOC) from the Assessing Officer or apply for tax clearance. If a refund is pending, wait for the refund to be processed before filing STK-2.

6. No Pending Litigation or Proceedings

The company must not have any pending cases before the NCLT, any civil or criminal court, consumer forum, arbitration tribunal, or any regulatory authority. If any proceedings are pending, settle or withdraw them before filing STK-2.

Documents Required for Filing STK-2

The following documents must be prepared and uploaded to the MCA V3 portal along with Form STK-2. All documents must be in PDF format.

Certified True Copy (CTC) of Special Resolution

The Special Resolution must be passed at an EGM with at least 75% majority of the members present and voting. The resolution must specifically state that the company is applying for voluntary strike off under Section 248(2) of the Companies Act, 2013. The Certified True Copy must be signed by the Company Secretary (if appointed) or by a director authorised by the Board. For companies with only 2 members who are also the only directors, both must consent.

Statement of Accounts

A Statement of Accounts prepared by the company showing assets, liabilities, income, and expenditure from the date of the last financial statements to a date that is not more than 30 days before the date of filing STK-2. This is a strict requirement. If the Statement of Accounts is older than 30 days on the date of filing, the ROC will reject the application. The Statement must be certified by a Chartered Accountant.

Indemnity Bond from Every Director

An Indemnity Bond executed on non-judicial stamp paper (value as prescribed in the respective state, typically ₹100 to ₹500) by every director of the company. The bond must state that the directors will be personally liable for any debts, claims, liabilities, or damages that arise after the company is struck off, for a period of 20 years. Each director must sign their own bond individually.

Affidavit from Every Director

An Affidavit sworn before a Notary Public on non-judicial stamp paper by every director confirming: the company has no pending liabilities; no pending cases or proceedings; all statutory returns have been filed; no assets remain undisclosed; and the director has made full and honest disclosure of the company's affairs. Each director must execute a separate affidavit.

NOC from Regulatory Authorities (If Applicable)

Companies holding sector-specific registrations must obtain NOC from the relevant regulatory authority. For example: NBFC companies must obtain NOC from the Reserve Bank of India (RBI); real estate companies registered under RERA must obtain NOC from the state RERA authority; insurance companies must obtain NOC from IRDAI. For most ordinary companies (Private Limited, OPC), no regulatory NOC is required beyond income tax and GST.

Step-by-Step STK-2 Filing Process on MCA V3 Portal

Follow these 10 steps to complete the STK-2 filing from start to finish. The process involves both offline preparation (Steps 1 to 5) and online filing on the MCA V3 portal (Steps 6 to 10).

Step 1: Pass Special Resolution or Obtain Board Consent

The first step is to formally approve the company's voluntary strike off. For a Private Limited Company, hold an Extraordinary General Meeting (EGM) and pass a Special Resolution with at least 75% of the members voting in favour. Draft the resolution clearly stating:

• The company has not commenced business within 1 year of incorporation (Section 248(2)(a)), OR the company has not carried on any business or operations for the 2 immediately preceding financial years (Section 248(2)(b))
• The members approve the voluntary removal of the company's name from the Register of Companies under Section 248(2) of the Companies Act, 2013
• A specific director (identified by name and DIN) is authorised to file Form STK-2, sign all required documents, and represent the company before the ROC
• The Board of Directors is authorised to take all steps necessary to complete the strike off process, including executing the Indemnity Bond, Affidavit, and any other documents required by the ROC

File the minutes of the EGM in the company's statutory register and prepare a Certified True Copy (CTC) of the Special Resolution. The CTC must be signed by the Company Secretary (if appointed) or by the director authorised by the Board. For companies with only 2 members (the most common Private Limited Company structure), both members must consent to the resolution. If even one of the two members objects, the company cannot file STK-2 and must explore winding up through NCLT instead.

For OPCs with a single member, the sole member's written consent documented in the minutes is sufficient. A separate Board Resolution should also be passed authorising the specific director to file STK-2 on behalf of the company. This Board Resolution serves as the authorisation document attached to the STK-2 form on the MCA portal.

Step 2: Clear All Liabilities and Close Bank Accounts

Before proceeding with the STK-2 application, discharge every financial obligation of the company:

• Employee dues: Pay all pending salaries, bonuses, gratuity, provident fund contributions, and ESIC contributions. Issue relieving letters and full-and-final settlement to all employees.
• Vendor and creditor payments: Settle all trade payables, vendor invoices, and creditor balances. Obtain written confirmation from each creditor.
• Loan repayments: Repay all outstanding bank loans, director loans, unsecured loans, and inter-company borrowings. Obtain NOC and charge satisfaction letters from banks.
• Statutory dues: Pay all pending TDS, advance tax, professional tax, property tax, and any other government dues.
• Charge satisfaction: If any charges are registered with the ROC (e.g., for bank loans), file Form CHG-4 for satisfaction of charge before filing STK-2.

After clearing all liabilities, close every bank account held by the company. Obtain a bank closure letter from each bank. If immediate closure is not possible, ensure the account has a NIL balance and obtain the latest bank statement as evidence.

Step 3: File All Pending Returns with ROC

The MCA system will not accept STK-2 if the company has any overdue statutory filings. File the following before proceeding:

Step 4: Obtain No Objection from Tax Authorities (IT, GST)

Income Tax NOC: File all pending income tax returns (ITR) up to the date of cessation of business. Pay any outstanding tax demand, interest under Section 234A/234B/234C, or penalty under Section 270A. Apply to the jurisdictional Assessing Officer for a No Objection Certificate (NOC) or tax clearance certificate. Include a formal letter explaining that the company is applying for voluntary strike off under Section 248(2) and requesting no objection. If the company has brought-forward losses, note that these will lapse permanently upon strike off and cannot be carried forward or transferred to any other entity.

The Income Tax Department is one of the most common objectors during the gazette notification period. If the company's income tax affairs are not fully settled, the department will file an objection and the ROC will reject the STK-2 application. To avoid this, ensure that:

• All income tax returns are filed up to date, including the return for the financial year in which business ceased
• All outstanding tax demands (including interest and penalties) are fully paid
• No assessment proceedings are pending before the Assessing Officer or CIT(A)
• No refund claims are pending (wait for the refund to be processed before filing STK-2)
• All TDS returns (Form 24Q, 26Q, 27Q) are filed and TDS liabilities are fully paid

GST Cancellation: File all pending GST returns (GSTR-1, GSTR-3B, GSTR-9, GSTR-9C where applicable) on the GST portal. Apply for voluntary cancellation of GST registration under Section 29 of the Central Goods and Services Tax (CGST) Act, 2017 by filing REG-16. The jurisdictional GST officer will process the cancellation application and issue a cancellation order in REG-19. After receiving the cancellation order, file the final return GSTR-10 within 3 months of the cancellation order date. The GSTR-10 requires details of closing stock, input tax credit reversal, and payment of any tax liability on closing stock. Failure to file GSTR-10 results in a late fee of ₹200 per day (₹100 CGST + ₹100 SGST) up to a maximum of ₹10,000.

Other regulatory NOCs: If the company holds any sector-specific registration (NBFC registration from RBI, RERA registration from the state authority, insurance broking license from IRDAI, BIS license from Bureau of Indian Standards), obtain a formal NOC from the respective regulatory authority. The NOC application process varies by regulator and can take 30 to 90 days. Start the NOC process early to avoid delays. Most ordinary Private Limited Companies and OPCs do not require any regulatory NOC beyond income tax and GST clearance.

Step 5: Prepare Directors' Affidavit and Indemnity Bond

Every director of the company must individually execute both documents:

Indemnity Bond: Drafted on non-judicial stamp paper of the value prescribed in the state (typically ₹100 to ₹500). The bond must state that the director, in consideration of the company being struck off, agrees to indemnify the company, its creditors, and all stakeholders for any liabilities, claims, debts, or damages that may arise or be discovered after the dissolution. The bond is enforceable for 20 years from the date of strike off.

Directors' Affidavit: Sworn before a Notary Public on non-judicial stamp paper. The affidavit must confirm: (a) the company has no pending liabilities or debts; (b) no pending litigation, arbitration, or proceedings before any court, tribunal, or regulatory body; (c) all statutory filings (ROC, income tax, GST) are up to date; (d) no assets of the company remain undisclosed; and (e) the director has made full and honest disclosure of the company's affairs to the best of their knowledge.

Step 6: Log in to MCA V3 Portal and Fill STK-2 Form

Open the MCA V3 portal and log in using the company's registered email and password. Navigate to the e-Filing section and select Form STK-2 (Application by Company for Striking Off its Name). Fill in the following fields:

• Company CIN: The Corporate Identification Number from the Certificate of Incorporation
• Company Name: Auto-populated from the MCA database after entering CIN
• Registered Office Address: As per the latest ROC records
• Ground for strike off: Select Section 248(2)(a) (not commenced business) or Section 248(2)(b) (not carrying on business for 2 years)
• Date of Special Resolution: The date on which the EGM passed the resolution
• Details of directors: DIN, name, and DSC registration status for every director
• Statement of Accounts date: Must be within 30 days of the filing date
• Details of any pending proceedings: Declare NIL if no proceedings are pending

Review all auto-populated and manually entered fields carefully. The MCA V3 portal runs automated validation checks before allowing you to proceed to the document upload stage.

Step 7: Attach Documents and Pay Government Fee

Upload the following documents in PDF format (maximum file size per attachment as specified on the portal):

1. Certified True Copy of the Special Resolution
2. Statement of Accounts (not older than 30 days from filing date)
3. Indemnity Bond of each director (consolidated or individual PDFs)
4. Notarized Affidavit of each director (consolidated or individual PDFs)
5. Board Resolution authorising the filing
6. NOC from Income Tax Department
7. GST Cancellation Order or NOC
8. Bank account closure letters or NIL balance statements
9. Regulatory NOC (if applicable)

After uploading all documents, digitally sign the form using the Class 3 Digital Signature Certificate (DSC) of the director authorised by the Board Resolution. Pay the government fee:

Pay through net banking, credit card, or debit card. After successful payment, submit the form. The MCA portal generates a Service Request Number (SRN) for tracking the application status.

Step 8: MCA Publication in Official Gazette (30 Days)

After the ROC reviews and accepts the STK-2 application, the Ministry of Corporate Affairs publishes a notice in the Official Gazette of India and on the MCA website. This notice:

• States that the company has applied for voluntary strike off under Section 248(2) of the Companies Act, 2013
• Gives the company's CIN, name, and registered office address
• Invites objections from any creditor, stakeholder, regulatory authority, or member of the public
• Provides a 30-day window from the date of publication for filing objections with the ROC

During this 30-day period, anyone who has a claim against the company or believes the strike off would be prejudicial to their interests can file an objection with the ROC. Common objectors include: unpaid creditors who were not notified of the strike off, the Income Tax Department with pending assessment or demand, the GST department if the registration was not properly cancelled, former employees with unsettled dues such as gratuity or provident fund, banks with outstanding loan balances or unresolved charge satisfaction, and regulatory bodies such as the RBI or RERA with pending compliance matters.

The objection must be filed in writing with the jurisdictional ROC office, clearly stating the nature of the objection and the relief sought. The ROC evaluates each objection on its merits. If the objection is valid (e.g., an unpaid creditor with documented evidence of debt), the ROC will typically give the company 30 days to address the objection by settling the claim. If the objection cannot be resolved, the ROC rejects the STK-2 application.

If the objection is frivolous or unsubstantiated, the ROC may dismiss it and proceed with the strike off. The company does not have an automatic right to respond to every objection; the ROC exercises discretion in deciding which objections warrant further inquiry. Companies should proactively reach out to all known creditors and stakeholders before filing STK-2 to prevent objections during the gazette period.

Step 9: ROC Strikes Off Company Name

If no objections are filed within the 30-day gazette notification period, the Registrar of Companies passes an order striking off the company's name from the Register of Companies. The dissolution takes effect from the date the ROC publishes the strike off order. The company status on the MCA portal changes to "Struck Off". The entire timeline from STK-2 submission to final strike off typically ranges from 60 to 90 days:

• ROC review of STK-2 application: 15 to 30 days
• Gazette publication and objection period: 30 days
• Final order by ROC after objection period: 15 to 30 days

If an objection is received, the ROC evaluates its validity. The ROC may ask the company to address the objection (e.g., settle a creditor's claim) before proceeding. If the objection is valid and cannot be resolved, the ROC rejects the STK-2 application.

Step 10: Post Strike Off Actions

After the company is successfully struck off, complete the following post-dissolution actions to ensure full closure and avoid future complications:

Cancel remaining registrations: Cancel all active registrations held by the company: trade license with the municipal corporation, shop and establishment license, FSSAI food safety license, Import Export Code (IEC) with DGFT, professional tax registration, MSME/Udyam registration, and any industry-specific licenses. Each cancellation has its own process and portal. Create a checklist of all active registrations and cancel them systematically within 30 days of the strike off order.

Surrender PAN and TAN: Apply to the Income Tax Department for surrender of the company's Permanent Account Number (PAN) using the PAN correction/update form. Similarly, apply for surrender of the Tax Deduction and Collection Account Number (TAN). Until the PAN is formally surrendered, the Income Tax Department's systems may continue generating return filing reminders and demand notices against the company's PAN. PAN surrender prevents future complications with the Income Tax Department.

Deregister from PF and ESI: If the company was registered with the Employees' Provident Fund Organisation (EPFO) or the Employees' State Insurance Corporation (ESIC), apply for closure of PF and ESI registrations. Ensure all employee PF contributions are transferred to their individual UAN accounts and all ESI benefits are settled before deregistration.

Inform all stakeholders: Send formal closure notifications to all vendors, clients, bankers, insurance companies, and business partners. Cancel all recurring contracts, subscriptions, and service agreements. Close or transfer any domain names, email accounts, and digital assets held by the company.

Retain records for 8 years: Under the Companies Act, 2013, preserve all books of accounts, statutory registers (Register of Members, Register of Directors, Register of Charges), board and general meeting minutes, contracts, financial records, tax returns, and correspondence for at least 8 years from the date of dissolution. Designate one of the erstwhile directors as the custodian of records and store physical documents in a secure location.

Directors' continuing liability: Under Section 248(7) of the Companies Act, 2013, directors remain personally liable for any undisclosed liabilities of the company for 20 years from the dissolution date. If any creditor or authority discovers a liability that was not disclosed at the time of strike off, they can pursue the erstwhile directors personally. This liability cannot be discharged or limited by any agreement between the directors. Directors should maintain their own records of the company's affairs as evidence of full disclosure.

Cost Breakdown: STK-2 Company Strike Off in 2026

The total cost of striking off a company through STK-2 depends on the company's authorised capital, number of directors, and whether any ROC filings are overdue. Here is the detailed breakdown:

Timeline of the Entire STK-2 Strike Off Process

The timeline below assumes all prerequisites (clearing liabilities, filing pending returns, obtaining NOCs) have been completed before starting the STK-2 process.

The pre-filing preparation (clearing liabilities, filing overdue returns, obtaining tax NOCs) can add 30 to 120 days depending on the company's compliance status. For a company with zero pending filings and no outstanding liabilities, the total end-to-end process takes 60 to 90 days. For a company with 3+ years of non-compliance, the total process can extend to 6 to 9 months.

Common Mistakes to Avoid When Filing STK-2

Based on the most frequent reasons for STK-2 rejection by the ROC and failed strike off applications, avoid these critical mistakes:

Documentation Errors

• Statement of Accounts older than 30 days: This is the single most common technical rejection ground. The Statement of Accounts must be dated within 30 days of the STK-2 filing date. Prepare it only after all other documents are ready, and file within 2 to 3 days of preparing the Statement. If any delay occurs (e.g., the MCA portal is down or the DSC has issues), you will need to prepare a fresh Statement of Accounts.
• Unsigned or improperly notarized affidavits: Each director must personally appear before the Notary Public and swear the affidavit in person. Affidavits signed remotely, via scanned signatures, or without proper notarial seal and stamp are rejected. The notary must be a registered Notary Public under the Notaries Act, 1952.
• Indemnity Bond on plain paper: The Indemnity Bond must be executed on non-judicial stamp paper of the value prescribed in the state where the director resides. Bonds on plain paper or on stamp paper of incorrect denomination are invalid. Verify the stamp paper requirement with a local CA or CS before preparing the bonds.
• Insufficient member consent: The Special Resolution requires 75% majority of the total number of members, not just 75% of those present at the meeting. Verify the quorum and voting percentage against the company's Articles of Association and Section 114 of the Companies Act before filing.

Compliance Gaps

• Filing STK-2 with overdue ROC returns: The MCA portal's automated validation system blocks STK-2 submission if any Form AOC-4, MGT-7, ADT-1, or DIR-3 KYC is pending for the company or its directors. Clear every overdue filing and confirm the filing status on the MCA master data before attempting STK-2 submission.
• Not cancelling GST registration: The GST department actively monitors MCA gazette notifications and files objections if the company's GST registration is still active. Cancel GST registration and file GSTR-10 (final return) before filing STK-2. The 30 extra days spent on GST cancellation before filing saves 60 or more days of delays from gazette objections.
• Pending registered charges on MCA: If the company ever had a bank loan, debenture issue, or any secured borrowing, a charge was likely registered with the ROC. Even if the loan is fully repaid, the charge must be formally satisfied by filing Form CHG-4. Unsatisfied charges on the MCA master data will result in STK-2 rejection. Check the company's charge status on the MCA portal under "View Company/LLP Master Data" before filing.
• Expired DSC of the signing director: The MCA V3 portal validates the Digital Signature Certificate in real time. An expired, revoked, or unregistered DSC will prevent form submission. Verify the DSC expiry date and renew it at least 1 week before the planned STK-2 filing date. Allow 1 to 3 working days for DSC renewal processing.

Financial Oversights

• Not clearing all liabilities: Even a small pending liability (e.g., ₹500 in a vendor account or ₹100 in a bank maintenance charge) can result in a creditor objection during the gazette period. Review the Statement of Accounts line by line and ensure every liability is settled to zero.
• Forgetting director loans: Many Private Limited Companies have unsecured loans from directors on their balance sheet. These must be formally waived, repaid, or converted to equity and then reduced before filing STK-2. A director loan balance on the Statement of Accounts is a liability that will trigger ROC scrutiny.
• Not surrendering PAN and TAN after strike off: The Income Tax Department's computer system may continue sending notices, demand orders, and return filing reminders to the company's PAN if it is not formally surrendered. Apply for PAN and TAN surrender immediately after receiving the strike off order.
• Ignoring post-strike off compliance: Directors who assume all obligations end at strike off are mistaken. Section 248(7) liability continues for 20 years. Retain all records, maintain a file of the strike off documents, and keep copies of all NOCs and clearance certificates as evidence of full disclosure.

Related Resources

• Close a Private Limited Company -- Full guide to closing a Pvt Ltd company in India
• Close an LLP -- Step-by-step LLP closure process using Form 24
• Close a One Person Company -- OPC strike off process and requirements
• Business Closure Services -- End-to-end company closure services from IncorpX
• Compliance Health Check -- Check your company's compliance status before filing for closure
• ROC Annual Filing -- File overdue annual returns and financial statements before STK-2
• Private Limited Company Compliance -- Annual compliance calendar for Pvt Ltd companies

Summary

Filing Form STK-2 for voluntary company strike off under Section 248(2) of the Companies Act, 2013 is a structured 10-step process. Pass the Special Resolution with 75% member approval, clear all liabilities and close bank accounts, file all pending ROC returns, obtain NOC from income tax and GST authorities, prepare notarized directors' affidavits and indemnity bonds, file STK-2 on the MCA V3 portal with all documents, and pay the government fee of ₹5,000 to ₹10,000. The ROC publishes a gazette notice for 30 days, and if no objections are received, strikes off the company name within 60 to 90 days. Directors' liability for undisclosed liabilities continues for 20 years after dissolution under Section 248(7). For professional assistance with STK-2 filing and company closure, explore our business closure services.