eFORM STK-2
PURPOSE
OF THE EFORM
eForm
STK - 2 is required
to be filed pursuant to Section
248 (2) of the Companies Act,
2013 and Rule 4, 5, 6 & 8
of the Companies (Removal of Names of Companies from the Register of
Companies) Rules, 2016 which are hereunder for your reference :
Section
248 (2): Without
prejudice to the provisions of
sub-section (1), a
company may, after extinguishing
all its liabilities,
by a special resolution
or consent of seventy-five per cent members
in terms of paid-up share capital, file an application
in the prescribed manner to the Registrar for removing the
name of the company from the
register of companies on all or any of the grounds specified in
sub-section (1) and the Registrar shall, on receipt of such
application, cause a public notice to be issued in the prescribed
manner:
Provided
that in the case of a company regulated under a special Act, approval
of the regulatory body constituted or established under that Act
shall also be obtained and enclosed with the application.
NOTE
:
It
is an improved version of eForm FTE (Fast Track Exist) as per old
Companies Act, 1956. Which are now discontinued and New FORM STK –
2, is operational from 05th April, 2017.
RULE
4 : APPLICATION FOR REMOVAL OF
NAME
OF COMPANY
- An application for removal of name of the company under sub-section (2) of section 248 shall be made in Form STK-2 along with the fee of five thousand rupees.
- Every application under sub-rule (1) shall accompany a no objection certificate from appropriate Regulatory Authority concerned in respect of following companies, namely...
i.
companies which have conducted or conducting non-banking financial
and investment activities as referred to in the Reserve Bank of
India Act, 1934 (2 of 1934) or rules and regulations thereunder
ii.
housing finance companies as referred to in the Housing
Finance Companies (National Housing Bank) Directions, 2010 issued
under the National Housing Bank Act, 1987(53 of 1987)
iii.
insurance companies as referred to in the Insurance Act, 1938
(4 of 1938) or rules and regulations thereunder
iv.
companies in the business of capital market intermediaries as
referred to in the Securities and Exchange Board of India Act, 1992
(15 of 1992) or rules and regulations thereunder
v.
companies engaged in collective investment schemes as referred
to in the Securities and Exchange Board of India Act, 1992 (15 of
1992) or rules and regulations thereunder
vi.
asset management companies as referred to in the Securities
and Exchange Board of India Act, 1992 (15 of 1992) or rules and
regulations thereunder
vii.
any other company which is regulated under any other law
for the time being in force.
- The application in Form STK 2 shall be accompanied by...
i.
indemnity bond duly notarized by every director
in Form STK 3
- a statement of accounts containing assets and liabilities of the company made up to a day, not more than thirty days before the date of application and certified by a Chartered Accountant
iii.
An affidavit in Form STK 4 by every director of the
company;
iv.
a copy of the special resolution duly certified by each of the
directors of the company or consent of seventy five per cent of the
members of the company in terms of paid up share capital as on the
date of application;
v.
a statement regarding pending litigations, if any, involving
the company.
NOTE
- This Form can be filed only by an Active company or by a dormant company. Form STK-2 cannot be filed by a Section 8 company.
- Filing of any other eForm shall not be allowed by a company for which work item of eForm STK-2 is pending.
- Upon approval of this Form, status of the company shall be changed to ‘Struck off’ from the register of companies.
- Please note any company desirous of getting its name struck off from Registrar of Companies under section 248 shall file Form STK-2 only.
The
Ministry of Corporate Affairs (“MCA”) has notified
the following provisions related to Chapter XVIII of the Companies
Act, 2013
(i.e.
Removal of Names of Companies from the
Register
of Companies)
Companies
(Removal of Names of Companies
from
the Register of Companies) Rules, 2016
These
Rules are related to Chapter XVIII of Companies Act, 2013
(i.e. Removal of Names of Companies from the Register of
Companies.)
These
Rules provide for the following :-
Sr.
No.
|
Rule
No.
|
Rule
Heading
|
Particulars
|
1
|
Rule
1
|
Short,
title and commencement
|
Short,
title and commencement.
|
2
|
Rule
2
|
Definitions
|
(1)
In these rules, unless the context otherwise
requires,`
(a)
“Act” means the Companies Act, 2013 (18 of 2013);
(b)
“Form” or “e-Form” means a non-electronic
form or an electronic form annexed to these rules.
(2)
Words and expressions used in these rules but not defined
and defined in the Act or in the Companies (Specification of
Definitions Details) Rules, 2014, shall have the same meanings
respectively assigned to them in the Act or in the
said rules.
|
3
|
Rule
3
|
Removal
of name of company from Register by Registrar of
Companies
on suo-moto basis.
|
Pursuant
to Section 248 (1) of the Companies Act, 2013
Provided
that following categories of companies shall not be
removed from the register of companies under this rule and
rule 4, namely :-
(i)
listed companies
(ii)
companies that have been delisted due to non-compliance of
listing regulations or listing agreement or any other statutory
laws
(iii)
vanishing companies
(iv)
companies where inspection or investigation is ordered and
being carried out or actions on such order are yet to be
taken up or were completed but prosecutions arising out of
such inspection or investigation are pending in the Court
(v)
companies where notices under Section 234 of the Companies
Act, 1956 (1 of 1956) or section 206 or Section 207
of the Act have been issued by the Registrar or Inspector and
reply thereto is pending or report under Section 208 has
not yet been submitted or follow up of instructions on
report under Section 208 is pending or where any
prosecution arising out of such inquiry or scrutiny, if
any, is pending with the Court
(vi)
companies against which any prosecution for an offence is
pending in any court
(vii)
companies whose application for compounding is pending
before the competent authority for compounding the offences
committed by the company or any of its officers in default
(viii)
companies, which have accepted public deposits which are
either outstanding or the company is in default in
repayment of the same
(ix)
companies having charges which are pending for
satisfaction and
(x)
companies registered under section 25 of the Companies Act,
1956 or Section 8 of the Act.
Explanation
For
the purposes of clause (iii), the expression “vanishing
company” means a company, registered under the Act or
previous company law or any other law for the time being in force
and listed with Stock Exchange which has failed to file
its returns with the Registrar of Companies and Stock Exchange
for a consecutive period of two years, and is not
maintaining its registered office at the address notified with
the Registrar of Companies or Stock Exchange and none of its
directors are traceable.
(2)
For the purpose of sub-rule (1), the Registrar shall give a
notice in writing in Form STK 1 which shall be sent to
all the directors of the company at the addresses available on
record, by registered post with acknowledgement due or by
speed post.
(3)
The notice shall contain the reasons on which the name
of the company is to be removed from the register of
companies and shall seek representations, if any, against the
proposed action from the company and its Directors along with the
copies of relevant documents, if any, within a period of thirty
days from the date of the notice.
|
4
|
Rule
4
|
Application
for Removal of name of company
|
Sub
Section (2) of section 248 shall be made in Form STK-2
along with the fee of five thousand rupees.
(2)
Every application under sub-rule (1) shall accompany a no
objection certificate from appropriate Regulatory Authority
concerned in respect of following companies, namely :-
(i)
companies which have conducted or conducting non-banking
financial and investment activities as referred to in the
Reserve Bank of India Act, 1934 (2 of 1934) or rules and
regulations thereunder
(ii)
housing finance companies as referred to in the Housing
Finance Companies (National Housing Bank) Directions, 2010 issued
under the National Housing Bank Act, 1987 (53 of 1987)
(iii)
insurance companies as referred to in the Insurance Act,
1938 (4 of 1938) or rules and regulations thereunder;
(iv) companies in the business of capital market intermediaries as referred to in the Securities and Exchange Board of India Act, 1992 (15 of 1992) or rules and regulations thereunder
(v)
companies engaged in collective investment schemes as
referred to in the Securities and Exchange Board of India Act,
1992 (15 of 1992) or rules and regulations thereunder
(vi)
asset management companies as referred to in the Securities
and Exchange Board of India Act, 1992 (15 of 1992) or rules and
regulations thereunder
(vii)
any other company which is regulated under any other law
for the time being in force.
(3)
The application in Form STK 2 shall be accompanied
by :
(i)
indemnity bond duly notarised by every director in Form
STK 3
(ii)
a statement of accounts containing assets and liabilities of
the company made up to a day, not more than thirty days
before the date of application and certified by a Chartered
Accountant
(iii)
An affidavit in Form STK 4 by every director of the company
(iv)
a copy of the special resolution duly certified by each of
the directors of the company or consent of seventy five per cent
of the members of the company in terms of paid up share capital as
on the date of application
(v)
a statement regarding pending litigations, if any,
involving the company.
|
5
|
Rule
5
|
Manner
of
filing
of
application
|
(1)
The application in Form STK 2 shall be signed by a
director duly authorised by the Board in their behalf.
(2)
Where the director concerned does not have a registered
digital signature certificate, a physical copy of the
form duly filled in shall be signed manually by the
director duly authorised in that behalf and shall be attached with
the Form STK 2 while uploading the form.
|
6
|
Rule
6
|
Form
to be certified
|
The
Form STK 2 shall be certified by a Chartered Accountant
in whole time practice or Company Secretary in whole time
Practice or Cost Accountant in whole time practice, as
the case may be.
|
7
|
Rule
7
|
Manner
of publication of notice
|
(1)
The notice under sub-section (1) or sub-section (2) of section
248 shall be in Form STK 5 or STK 6, as the case may
be, and be -
(i)
placed on the official website of the Ministry of Corporate
Affairs on a separate link established on such website in this
regard
(ii)
published in the Official Gazette
(iii)
published in English language in a leading English newspaper
and at least once in vernacular language in a leading
vernacular language newspaper, both having wide circulation in
the State in which the registered office of the company is
situated.
Provided
that in case of any application made under sub-section
(2) of section 248 of the Act, the company shall also place
the application on its website, if any, till the disposal
of the application.
(2)
The Registrar of Companies shall, simultaneously intimate
the concerned regulatory authorities regulating the company,
viz, the Income-tax authorities, central excise authorities and
service-tax authorities having jurisdiction over the company,
about the proposed action of removal or striking off the names of
such companies and seek objections, if any, to be furnished within
a period of thirty days from the date of issue of the letter of
intimation and if no objections are received within thirty days
from the respective authority, it shall be presumed that they have
no objections to the proposed action of striking off or removal of
name.
|
8
|
Rule
8
|
Manner
of notarisation, appostilisation or consularisation of
indemnity
bond and declaration in case of Foreign nationals or
non-resident
Indians
|
For
the purposes of these rules, if the person
is a foreign national or non-resident Indian,
the indemnity bond,
and declaration
shall be notarised or appostilised or consularised.
|
9
|
Rule
9
|
Notice
of striking off and dissolution of company
|
Notice
of striking off and dissolution of company shall be given
by the ROC in Form STK- 7
The
Registrar shall cause a notice under subsection (5)
of section 248 of striking off the name of the company from
the register of companies and its dissolution to be
published in the Official Gazette in Form STK 7 and the
same shall also be placed on the official website of the Ministry
of Corporate Affairs.
|
10
|
Rule
10
|
Notice
by Registrar for removal of name of a company from the register of
companies
|
Any
application or pending proceeding for striking off or Form
:-
FTE
(Fast
Track Exit),
filed with the Registrar of Companies prior
to the commencement of these rules but not
disposed
of by such authority for want of any information or document
shall, on its submission, to the satisfaction of the authority, be
disposed
of in accordance with the rules made
under the Companies
Act, 1956.
|
REMOVAL
OF NAMES OF COMPANIES FROM THE
REGISTER
OF COMPANIES CLARIFICATION REGARDING AVAILABILITY OF FORM STK-2 ON
MCA-21 PORTAL
Ministry
has commenced provisions of Sections 248 to 252 of
Companies Act, 2013 w.r.t. removal of names of companies from the
Register of Companies and notified relevat rules as mentioned
above simultaneously.
As
of now, FORM STK – 2 has been notified by the MCA, so all the above
provisions come into force from the date of notification of
availability of FORM STK – 2 in MCA Portal Company Forms Download
Page (i.e. 05th April, 2017).
COMMENCEMENT
OF SECTION 248-252
OF
COMPANIES
ACT, 2013
POWER
OF REGISTRAR TO REMOVE NAME OF COMPANY FROM
REGISTER
OF COMPANIES
The
Ministry of Corporate Affairs vide its Notification no.
S.O. (E) dated 26th December, 2016
has notified the following provisions of Companies Act, 2013
related to Chapter XVIII of the Companies Act, 2013.
Sr.
No.
|
Section
Number
|
Section
Heading
|
Particulars
|
1
|
248
|
Power
of Registrar to Remove Name of Company from
Register
of Companies
|
(1)
Where the Registrar has reasonable cause to believe
that —
(a)
a company has failed to commence its business
within one year of its incorporation.
(b)
[Omitted]
(c)
a company is not carrying on any business or operation for a
period of two immediately preceding financial years and has
not made any application within such period for obtaining
the status of a dormant company under Section 455,
he
shall send a notice to the company and all the directors of
the company, of his intention to remove the name of the
company from the register of companies and requesting them
to send their representations along with copies of
the relevant documents, if any, within a period of thirty days
from the date of the notice.
(2)
Without prejudice to the provisions of sub-section (1), a company
may, after extinguishing all its liabilities, by a
special resolution or consent of seventy-five per cent members
in terms of paid-up share capital, file an application in
the prescribed manner to the Registrar for removing the name
of the company from the register of companies on all or any of the
grounds specified in sub-section (1) and the Registrar shall, on
receipt of such application, cause a public notice to be issued in
the prescribed manner:
Provided
that in the case of a company regulated under a special Act,
approval of the regulatory body constituted or established
under that Act shall also be obtained and enclosed with the
application.
(3)
Nothing in sub-section (2) shall apply to a company
registered under section 8.
(4)
A notice issued under sub-section (1) or sub-section (2)
shall be published in the prescribed manner and also in the
Official Gazette for the information of the general public.
(5)
At the expiry of the time mentioned in the notice, the
Registrar may, unless cause to the contrary is shown by the
company, strike off its name from the register of
companies, and shall publish notice thereof in the Official
Gazette, and on the publication in the Official Gazette
of this notice, the company shall stand dissolved.
(6)
The Registrar, before passing an order under sub-section
(5), shall satisfy himself that sufficient provision
has been made for the realisation of all amount due to the
company and for the payment or discharge of its liabilities
and obligations by the company within a reasonable time
and, if necessary, obtain necessary undertakings from the
managing director, director or other persons in charge of the
management of the company:
Provided
that notwithstanding the undertakings referred to in this
sub-section, the assets of the company shall be made
available for the payment or discharge of all its
liabilities and obligations even after the date of
the order removing the name of the company from the register of
companies.
(7)
The liability, if any, of every director, manager or other
officer who was exercising any power of management,
and of every member of the company dissolved under
sub-section (5), shall continue and may be enforced
as if the company had not been dissolved.
(8)
Nothing in this section shall affect the power of the
Tribunal to wind up a company the name of which has been
struck off from the register of companies.
Amendments
In
sub-section (1), clause (b)
Original
Omitted Content
“the
subscribers to the memorandum have not paid the subscription which
they had undertaken to pay within a period of one hundred and
eighty days from the date of incorporation of a company and a
declaration under sub-section (1) of section 11 to this effect has
not been filed within one hundred and eighty days of its
incorporation; or.”
|
2
|
249
|
Restrictions
on making Application u/s 248 in certain situations
|
(1)
An application under sub-section (2) of section 248 on
behalf of a company shall not be made if, at any
time in the previous three months, the company -
(a)
has changed its name or shifted its registered office from
one State to another
(b)
has made a disposal for value of property or rights held by
it, immediately before cesser of trade or otherwise carrying on of
business, for the purpose of disposal for gain in the normal
course of trading or otherwise carrying on of business
(c)
has engaged in any other activity except the one
which is necessary or expedient for the purpose of making an
application under that section, or deciding whether to do so or
concluding the affairs of the company, or complying with any
statutory requirement
(d)
has made an application to the Tribunal for the
sanctioning of a compromise or arrangement and the matter has
not been finally concluded, or
[”(e)
is being wound up under Chapter XX of this Act or
under the Insolvency and Bankruptcy Code, 2016.”]
(2)
If a company files an application under sub-section (2) of
section 248 in violation of sub-section (1), it shall be
punishable with fine which may extend to one lakh
rupees.
(3)
An application filed under sub-section (2) of section 248
shall be withdrawn by the company or rejected by the Registrar
as soon as conditions under sub-section (1) are brought to his
notice.
Amendment
1.
Substituted by MCA Notification number F.O. 3543(E) Dated 15th
November, 2016.
In
Section 249 sub-section (1) for clause (e),
(e)
is being wound up under Chapter XX, whether voluntarily or by the
Tribunal.
the
following clause shall be substituted, namely :—
”(e)
is being wound up under Chapter XX of this Act or under the
Insolvency and Bankruptcy Code, 2016.”
|
3
|
250
|
Effect
of Company notified as dissolved
|
Where
a company stands dissolved under section 248, it shall on
and from the date mentioned in the notice under sub-section
(5) of that section cease to operate as a company and the
Certificate of Incorporation issued to it shall be deemed
to have been cancelled from such date except for the
purpose of realising the amount due to the company
and for the payment or discharge of the liabilities or
obligations of the company.
|
4
|
251
|
Fraudulent
application for removal of name
|
(1)
Where it is found that an application by a company
under sub-section (2) of section 248 has been made with the object
of evading the liabilities of the company or with the
intention to deceive the creditors or to defraud
any other persons, the persons in charge of the management of
the company shall, notwithstanding that the company has been
notified as dissolved -
(a) be jointly and severally liable to any person or persons who had incurred loss or damage as a result of the company being notified as dissolved; and (b) be punishable for fraud in the manner as provided in Section 447.
(2)
Without prejudice to the provisions contained in
sub-section (1), the Registrar may also recommend prosecution
of the persons responsible for the filing of an application
under sub-section (2) of section 248.
|
5
|
252
|
Appeal
to Tribunal
|
(1)
Any person aggrieved by an order of the Registrar,
notifying a company as dissolved under section 248, may file an
appeal to the Tribunal within a period of three years from the
date of the order of the Registrar and if the Tribunal is
of the opinion that the removal of the name of the
company from the register of companies is not justified in
view of the absence of any of the grounds on which the order
was passed by the Registrar, it may order restoration of the
name of the company in the register of companies -:
Provided
that before passing any order under this section, the Tribunal
shall give a reasonable opportunity of making
representations and of being heard to the Registrar,
the company and all the persons concerned -:
Provided
further that if the Registrar is satisfied, that the
name of the company has been struck off from the
register of companies either inadvertently or on the basis
of incorrect information furnished by the company or its
directors, which requires restoration in the register of
companies, he may within a period of three years from the
date of passing of the order dissolving the company under section
248, file an application before the Tribunal seeking restoration
of name of such company.
(2)
A copy of the order passed by the Tribunal shall be filed
by the company with the Registrar within thirty days from the
date of the order and on receipt of the order, the Registrar shall
cause the name of the company to be restored in the
register of companies and shall issue a fresh certificate of
incorporation.
(3)
If a company, or any member or creditor or
workman thereof feels aggrieved by the company
having its name struck off from the register of
companies, the Tribunal on an application made by the
company, member, creditor or workman before the expiry of
twenty years from the publication in the Official Gazette of
the notice under sub-section (5) of section 248 may, if satisfied
that the company was, at the time of its name being struck off,
carrying on business or in operation or otherwise it is just that
the name of the company be restored to the register of
companies, order the name of the company to be restored to the
register of companies, and the Tribunal may, by the order,
give such other directions and make such provisions as
deemed just for placing the company and all other
persons in the same position as nearly as may be as if the name of
the company had not been struck off from the register of
companies.
|
STK
FORMS AND ITS DETAILS
Sr.
No.
|
Forms
|
Descripetion
|
Section
|
1
|
Form
No. STK 1
|
Notice
by Registrar for removal of name of a company from the register of
companies
|
Pursuant
to sub-section (1) of section 248 of the Companies Act,
2013 and Rule 3 of the Companies (Removal of Names of
Companies from the Register of Companies) Rules, 2016
NOTE
Prepared
by Office of the Registrar.
|
2
|
FORM
NO. STK-2
|
Application
by company to ROC for removing its name from register of companies
|
Pursuant
to Section 248(2) of Companies Act, 2013 and Rule 4 (1)
of the Companies (Removal of Names of Companies from the Register
of Companies) Rules, 2016
NOTE
Prepared
by Office of the Registrar.
|
3
|
Form
No. STK – 3
|
Indemnity
Bond (To be drawn on Stamp Paper of appropriate value)
|
Pursuant
to Clause (i) of sub-rule (3) of rule 4 of the Companies
(Removal of Names of Companies from the Register of Companies)
Rules, 2016
NOTE
Prepared
by Company and submit along with Application.
|
4
|
FORM
No. STK -4
|
AFFIDAVIT
(to
be given by Individually by every Director)
|
Pursuant
to Sub section (2) of section 248 read with clause (iii)
of sub-rule (3) of Rule 4
NOTE
Prepared
by Company and submit along with Application.
|
5
|
FORM
No. STK – 5
|
PUBLIC
NOTICE
|
Pursuant
to Sub-section (1) and sub-section (4) of section 248 of
the Companies Act, 2013 and Rule 7 of the Companies
(Removal of Names of Companies from the Register of Companies)
Rules, 2016
NOTE
Prepared
by Office of the Registrar.
|
6
|
FORM
No. STK – 6
|
PUBLIC
NOTICE
|
Pursuant
to Sub-section (2) and sub-section (4) of section 248 of
the Companies Act, 2013 and Rule 7 of the Companies
(Removal of Names of Companies from the Register of Companies)
Rules, 2016
NOTE
Prepared
by Office of the Registrar.
|
7
|
FORM
No. STK – 7
|
NOTICE
OF STRIKING OFF AND DISSOLUTION
|
Pursuant
to Sub-section (5) of section 248 of the Companies Act,
2013 and Rule 9 of the Companies (Removal of Names of
Companies from the Register of Companies) Rules, 2016
NOTE
Prepared
by Office of the Registrar.
|
Copy
of relevant order for delisting,
if any, from the concerned Stock Exchange
|
|||
Other
attachments as per applicable Rule
|
|||
Optional
attachment(s), if any
|
FEES
PAYABLE FOR APPLICATION
BY
COMPANY TO ROC
FOR
REMOVING ITS NAME FROM
REGISTER
OF COMPANIES
Sr.
No.
|
Purpose
of the form
|
Normal
Fee
|
Additional
Fee (Delay Fee)
|
Logic
for Additional Fees
|
Remarks
|
|
1
|
Application
by company to ROC for removing its name from Register of Companies
|
Rs.
5000/-
|
#N/A
|
#N/A
|
#N/A
|
|
NOTE
:
Fees
payable is subject to changes in pursuance of the Act or any rule or
regulation made or notification issued thereunder.
PROCESSING
TYPE
- eForm STK-2 will be processed by the office of Registrar of Companies.
EMAIL
- When an eForm is approved/rejected by the authority concerned, an acknowledgement of approval/rejection letter along with related documents (if any) is sent to the user in the form of an email to the email id of the company.
DRAFT
FORMAT WHICH NEEDS TO BE PREPARED
FOR
REMOVING NAME OF COMPANY FROM THE REGISTER OF COMPANIES
FORM
NO. STK-3
INDEMNITY
BOND
[Pursuant
to clause (i) of sub-rule (3) of rule of the companies
(Removal
of Names of Companies from the Register of Companies) Rules, 2016]
To,
The
Register of Companies,
Name
of State : ______________
We,
the Director(s) of ……………….. (mention name of the
company), Incorporated on …………. under the Companies Act,
1956/2013 having its registered office at …………… do hereby
declare that :
1. (i) We, XXXXXXX D/o.
XXXXXX and XXXXXX S/o. XXXXXXXX are Directors(s) of this company.
- That we have made an affidavit conforming that the company does not have any assets liabilities as on date.
- Further, the Company has been inoperative from the date of its incorporation/ Any Company commenced business/operations/commercial activity after incorporation But has been inoperative for the past………………...year(s) (strike out whichever is Not applicable). Thus the Company is defunct and I request the Registrar of Companies, Hyderabad to strike of the name of the Company from the register of Companies under Section 248 of the Companies Act, 2013.
2.
We do hereby undertake to indemnify :-
- The claimants for all lawful claims against the company arising in future after the Striking off the name of the Company.
- Any person for any losses that may arise pursuant to striking off the name of the Company.
- The claimants for all lawful claims and liabilities, which have not come to Our Notice up to this stage, and if any claim arises or observed even after the Name of the company has been struck off in terms of section 248 f the Companies Act, 2013.
- Signature : __________________
Name : xxxxxxx
Father’s Name :
xxxxxxxxxx
Address : xxxxxxxxxxxx
City : xxxxxxxxxxxx
- Signature : __________________
Name: xxxxxxx
Father’s Name:
xxxxxxxxxx
Address: xxxxxxxxxxxx
City
: xxxxxxxxxxxx
Place:
____________
Date:
____________
WITNESSES:
1.
Signature : __________________
Name : xxxxxxx
Father’s Name :
xxxxxxxxxx
Address : xxxxxxxxxxxx
City
: xxxxxxxxxxxx
Occupation
: xxxxxxxxxxxx
2.
Signature : __________________
Name : xxxxxxx
Father’s Name :
xxxxxxxxxx
Address : xxxxxxxxxxxx
City
: xxxxxxxxxxxx
Occupation
: xxxxxxxxxxxx
FORM
NO. STK-4
AFFIDAVIT
[
Pursuant to sub section (2) of section 248 read with
clause
(iii) of sub –rule (3) of Rule 4 ]
1.
I …………….. Director of …………. (hereinafter called
“the Company”), Incorporated as on……………. under the
Companies Act, 2013 or the Companies Act, 1956 having its registered
office situated at ……………….. and having CIN …………..
do Solemnly affirm and state as under :
- I…………… S/o/ D/o Shri/Smt …………………. holder of DIN/Income Tax PAN/ Passport number ……………. (copy of Income Tax PAN / Passport duly Attested by a Gazetted Officer or a whole time practicing professional viz Chartered Account / Company Secretary / Cost Accountant) am Director of the Company stated above since ……… (Mention date of Appointment).
- My present residential address is ……………… (copy of documentary Evidence Duly attested by a Gazetted Officer or a whole time practicing professional viz Chartered Account / Company Secretary / Cost Accountant) is Enclosed. (Alternatively, an affidavit sworn before Magistrate may be enclosed)
- My permanent address is ……………… (copy of documentary evidence Duly attested by a Gazetted Officer or a whole time practicing professional viz Chartered Account /Company Secretary /Cost Accountant) is enclosed. (Alternatively, an affidavit sworn before Magistrate may be enclosed)
- The Company does not maintain any bank account as on date.
- The Company ………….. (Mention name of the Company) does not have any Assets and liabilities as on date.
- The Company has been inoperative from the date of its incorporation / the Company commenced business/ operations/ commercial activity after Incorporation. But has been inoperative for the past …………… year(s) due to Following reasons ………………… (Give the reasons here).
- As on date, the Company does not have any dues towards Income Tax / Sales Tax/ Central Excise / Banks and Financial Institutions and other Central or State Government Departments / Authorities or any Local Authorities.
2.
I further affirm that –
- No inquiry, technical scrutiny, inspection or investigation is ordered or Pending Against the company
- No prosecution or any compounding application for any offence under the Act Or under any of the other Acts is pending against the company or against the Undersigned
- The company is neither listed nor delisted for non-compliance of listing Agreement
- The company does not have any management disputes or there is no litigation pending with regard to management or shareholding of the company
- No order is in operation staying filing of the documents by a Court or Tribunal
- The company is not prevented from making the applications for strike off as Mentioned in section 249 of the Act.
I
solemnly state that the contents of this affidavit are true to the
best of my knowledge and belief and that it conceals nothing and that
no part of it is false.
Signature ……………………………
(Deponent)
VERIFICATION
I
verify that the contents if this affidavit are true to that best of
my knowledge and Belief.
Place
: __________
Date
: ___________
Signature ……………………………
(Deponent)
NOTE
:
Attention
is also drawn to provisions of section 449 which provide for
Punishment for false evidence.
STATEMENT OF ACCOUNT
STATEMENT
OF ACCOUNTS
|
|||||
NAME
OF THE COMPANY : ……….. PRIVATE LIMITED / LIMITED
|
|||||
CIN:
__________________________________
|
|||||
STATEMENT
OF ACCOUNTS AS ON DATED ……………….., 20__
|
|||||
Particulars
: (Brief break up in respect of each item needs to be given)
|
|||||
AMOUNT
(Rs.)
|
AMOUNT
(Rs.)
|
||||
I
|
-
|
SOURCES
OF FUNDS
|
|||
1)
|
Capital
|
-
|
|||
2)
|
Reserves
& Surplus (including balance in profit
and
loss account)
|
-
|
|||
3)
|
Loan
Funds
|
-
|
|||
Secured
Loans from Financial Instituitions
|
-
|
||||
Secured
Loans from Banks
|
-
|
||||
Secured
Loans from Govt.Institutions
|
-
|
||||
Other
Secured Loans
|
-
|
||||
Debentures
|
-
|
||||
Unsecured
Loans
|
-
|
||||
Deposits
& Interest thereon
|
-
|
||||
Total
Loan Funds
|
-
|
||||
Total
of 1 to 3
|
-
|
||||
II
|
-
|
APPLICATION
OF FUNDS
|
|||
1)
|
Fixed
Assets
|
-
|
|||
2)
|
Investments
|
-
|
|||
3
(i)
|
Current
Assets, Loans & Advances Less :
|
-
|
|||
(ii)
|
Current
Liabilities & Provisions
|
||||
Creditors
|
-
|
||||
Unpaid
Dividends
|
-
|
||||
Payables
|
-
|
||||
Other
|
-
|
||||
Total
Current Liabilities & Provisions
|
-
|
||||
Net
Current Assets : (i) - (ii)
|
-
|
||||
4)
|
Misc.Exp.to
the extent not w/off or adjusted
|
-
|
|||
5)
|
Profit
& Loss Account (Debit Balance)
|
-
|
|||
Total
of 1 to 5
|
----------
|
||||
For
……….Private Limited
_____________
_____________
Director
Director
Date
: ___________
Place
: ___________
|
For
______________
& Co.,
Chartered
Accountants
(Proprietor)
Membership
No. : .............
|
||||
NOTE
- Duly Certified by Statutory Auditor or Chartered Accountant in whole time Practice.
- Mentioned Membership Number / Certificate of Practice Number along with Seal.
FORMAT
OF BOARD RESOLUTION
................................................
PRIVATE LIMITED/ LIMITED
REG OFFICE ADDRESS : ___________________
CIN: XXXXXXXXXXX
=====================================================
CERTIFIED
TRUE COPY OF THE RESOLUTION PASSED AT THE MEETING OF THE BOARD OF
DIRECTORS OF THE COMPANY HELD ON .............., DATED, ............,
20__, AT 11.30. A.M. AT THE REGISTERED OFFICE OF THE COMPANY SITUATED
AT, (ADDRESS OF THE COMPANY)
=====================================================
RESOLVED
THAT,
the
consent of the Board of Directors of the company be and is hereby
accorded to make an application to Registrar of Companies, _______
under provision of section 248 (2) of the Companies Act, 2013 for
striking off the name of the Company from the Register of Company.
RESOLVED
FURTHER THAT, Shri ________ and
Shri
________,
Director of the company be and are hereby, authorised to make an
application and to give necessary affidavit and indemnity bond under
section 248 of the companies Act, 2013, as per the draft of the same
as placed before the meeting duly initialed by the Chairman for the
purpose of identification in order get the name of company struck off
from the Register of Companies maintained by the Registrar.
RESOLVED
FURTHER THAT, Shri _______ of the Company be and are hereby
authorized to sign and give any information, clarifications,
explanations and to do all such acts and deeds as may be required
under the Act, to implement the above said resolution.
RESOLVED
FINALLY THAT, the Board of Directors of the Company be
and is hereby also authorized Mr._______________ and Mr.__________
Directors of the Company to file & sign E-form through Digitally
or physically as and when required, for application for striking off
the name of the company from the records of Registrar of Companies,
(Insert the State) ..........., and to execute and sign all the
necessary documents required for this filing and completion of
process.
//CERTIFIED
TRUE COPY//
For,
............................. PRIVATE LIMITED/ LIMITED
Signature:
______________
Signature:
______________
Director
Director
DIN
: ___________________ DIN : __________________
FORMAT
OF SPECIAL RESOLUTION
................................................
PRIVATE LIMITED/ LIMITED
REG OFFICE ADDRESS :
___________________
CIN: XXXXXXXXXXX
=====================================================
CERTIFIED
TRUE COPY OF THE SPECIAL RESOLUTION PASSED AT THE MEETING OF THE
BOARD OF DIRECTORS OF THE COMPANY HELD ON .............., DATED,
............, 20__, AT 11.30. A.M. AT THE REGISTERED OFFICE OF THE
COMPANY SITUATED AT, (ADDRESS OF THE COMPANY)
=====================================================
RESOLVED
THAT, the Company has no operation since ________ and has no
intention of carrying on any business in future, the Directors be and
are hereby authorised to make all necessary arrangements to submit an
application to the Registrar of Companies under Section 248 of the
Companies Act 2013 and rules made thereunder and subject to articles
of association, to striking off the name of the Company in the
records of Registrar of Companies.
RESOLVED
FURTHER THAT,
the Company be and is hereby also authorized Mr.
_________, or /
and Mr. _______,
Directors of the Company to do all things, deeds, actions, file
& sign E-form through Digitally or physically as and when
required etc. which may be accidental or
incidental for the purpose of seeking the striking off the name of
the Company in the records of Registrar of Companies, (Insert the
State) ............ and completion of said process.
//CERTIFIED
TRUE COPY//
For,
............................. PRIVATE LIMITED/ LIMITED
Signature:
______________
Signature:
______________
Director Director
DIN
: __________________ DIN : _________________
[
Disclaimer
: The entire contents of this document have been prepared on
the basis of relevant provisions and as per the information issued by
the relevant authority. This is just helping hand for profession and
author does not responsible for any act arising out of the above
information.]
Thanks
& Regards,
CS
Meetesh Shiroya
THANKS
ReplyDeleteThanks
ReplyDeleteThanks
ReplyDeleteVery good article
ReplyDeleteIf my company was operative till last month, can i file stk-2
ReplyDeleteHi Mr Takariwal
DeleteIdeally you cannot, it should be a planned activity , where the the company should be advised to carry out no transactions literally no transaction atleast for the previous and current incomplete FY.
Hope this helps
Dipen
So if i want to close my company myself than whats the procedure
DeleteVery very useful.Thank you sir
ReplyDeleteIf the company has not filed AOC-4, MGT-7 and has not started operation since incorporation...can it file stk-2 or filings need to be done first ?
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