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Quick Answer
Section 248 Companies Act 2013 provides two strike-off routes. (i) ROC's suo moto strike-off where the company has not commenced business within 1 year of incorporation, or has not filed financials/annual returns for two consecutive years, or has not been carrying on business or operation for the preceding two years. (ii) Voluntary strike-off ("easy exit") on application by the company in Form STK-2, with director-shareholder consents and indemnity. Strike-off does not extinguish liabilities — Section 250 preserves contingent liabilities for 20 years.
Statutory reference
Section 248 Companies Act 2013
Strike-off is the exit route for a company that never took off or has stopped operating — and a compliance trap for directors who ignore it. Voluntary strike-off under Section 248(2) runs on Form STK-2: the company must have no operations for two financial years (or never commenced business), extinguish liabilities, close bank accounts, and file with a members' special resolution, indemnity bonds and a statement of accounts no older than 30 days. The ROC's own power under Section 248(1) is the involuntary version — routinely triggered by companies that skip annual filings or never file INC-20A — and it arrives with director consequences: potential disqualification under Section 164(2) after three years of non-filing, which blocks directorships across all companies. A struck-off company can be restored by the NCLT under Section 252 within specified windows, but restoration is litigation, not paperwork. The clean rule: operate compliantly, or close deliberately — never abandon.
Worked example
Two Noida founders shut their venture in 2024 but simply stop filing instead of closing the company. In 2026 the ROC issues a Section 248(1) notice and strikes the company off; both founders discover the sting when a new startup's incorporation stalls — their DINs are flagged for disqualification exposure from the defunct company's filing defaults. Fixing it costs a year: a Section 252 restoration application before the NCLT, back-filing every overdue annual return with additional fees, and only then a proper voluntary strike-off via STK-2 with indemnity bonds and a bank-closure certificate. A ₹20,000 orderly closure in 2024 became a six-figure, twelve-month detour — the standard price of abandoning instead of dissolving.
Related practice areas
Closure procedure for inactive companies. ROC can strike off a company that has not commenced business within one year of incorporation, or has not filed financials/annual returns for two preceding years.
Company Strike-Off is governed by Section 248 Companies Act 2013. Section 248 Companies Act 2013 provides two strike-off routes. (i) ROC's suo moto strike-off where the company has not commenced business within 1 year of incorporation, or has not filed financials/annual returns for two consecutive years, or has not been carrying on business or operation for the preceding two years. (ii) Voluntary strike-off ("easy exit") on application by the company in Form STK-2, with director-shareholder consents and indemnity. Strike-off does not extinguish liabilities — Section 250 preserves contingent liabilities for 20 years.
Company Strike-Off falls under Corporate & Business. NyaySevak matches you with a Bar-Council-verified advocate in the relevant practice area — your first step is a free case assessment with no obligation.
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