Winding Up of a Company

Fast Track Exit, Voluntary Liquidation, and Tribunal-Driven Winding Up Services for Closing Down a Company in India

Closing a company properly is just as much a legal process as opening one, and the right route depends heavily on the company's situation. A dormant company with no assets or liabilities can generally be struck off through a fast, ROC-driven process. A solvent company that wants an orderly wind-down can use voluntary liquidation under the Insolvency and Bankruptcy Code. And a company facing insolvency, disputes, or serious governance issues may need to be wound up by the Tribunal.

Choosing the wrong route - or leaving compliance gaps before applying - is one of the most common reasons a winding-up application gets delayed or rejected. Our winding-up services help identify the right route for a company's specific situation and manage the filings, resolutions, and regulatory liaison needed to close it down cleanly.

Our Winding Up Services

Fast Track Exit / Strike-Off (Form STK-2)

Preparation and filing of the strike-off application under Section 248(2) of the Companies Act, 2013 for dormant companies with no assets, liabilities, or business operations.

Voluntary Liquidation Under the IBC

Support for solvent companies choosing to wind up voluntarily under Section 59 of the Insolvency and Bankruptcy Code, 2016, including coordination with the appointed insolvency professional.

Closure of Dormant / Non-Operational Companies

Advisory and documentation for companies that have not commenced business or have remained inactive, to formally close them rather than let compliance defaults accumulate.

Pre-Closure Compliance Clean-Up

Clearing pending ROC, income tax, and GST filings and liabilities that need to be resolved before a winding-up or strike-off application can be filed.

Resolutions & Declarations for Winding Up

Drafting of board and shareholder resolutions, declarations of solvency, and affidavits required to support the winding-up process.

ROC / NCLT Liaison

Liaison with the Registrar of Companies or, where required, the National Company Law Tribunal, through to final closure or disposal of the winding-up petition.

Key Facts About Winding Up a Company

A company with no assets or liabilities and no business operations for the preceding two financial years - or which has not commenced business within one year of incorporation - can apply for strike-off under Section 248(2) of the Companies Act, 2013 using Form STK-2
Before applying for strike-off, pending statutory returns (financial statements, annual returns) generally need to be brought up to date and any outstanding liabilities cleared or accounted for
A solvent company can be wound up voluntarily under Section 59 of the Insolvency and Bankruptcy Code, 2016, by appointing an insolvency professional as liquidator, following a declaration of solvency by the directors
Winding up by the Tribunal (NCLT) under the Companies Act, 2013 is generally reserved for situations such as inability to pay debts, conduct prejudicial to public interest, or where it is otherwise just and equitable to wind up the company
All directors must file a declaration confirming there is no pending litigation against the company, and the ROC issues a public notice inviting objections before formally striking off a company's name
Once a company is struck off, its name is removed from the Register of Companies and it ceases to exist as a legal entity - though revival can be sought within the prescribed period in specified circumstances if the strike-off is later found improper

Frequently Asked Questions

What are the different ways to close a company in India?

The three main routes are: fast track exit / strike-off under Section 248 of the Companies Act for dormant companies with no assets or liabilities; voluntary liquidation under Section 59 of the Insolvency and Bankruptcy Code for solvent companies choosing an orderly wind-down; and winding up by the Tribunal (NCLT) for companies facing insolvency, disputes, or serious governance issues.

What is Form STK-2 used for?

Form STK-2 is the application filed with the Registrar of Companies to have a company's name struck off the Register under the fast track exit route, for companies that have no assets or liabilities and have not carried on business for the preceding two financial years, or have not commenced business at all.

Can a company with outstanding liabilities apply for strike-off?

Generally, no. The fast track exit route under Section 248 is intended for companies with no assets or liabilities. Outstanding liabilities typically need to be cleared, settled, or otherwise accounted for before a strike-off application can be filed.

What is the difference between strike-off and voluntary liquidation under the IBC?

Strike-off under Section 248 is a simpler, ROC-driven process meant for dormant companies with no assets or liabilities. Voluntary liquidation under Section 59 of the IBC is used for solvent companies that do have assets and want a formal, insolvency-professional-led process to realise them, settle any liabilities, and distribute the surplus before closure.

Can a struck-off company be revived?

Yes, in specified circumstances. The Registrar, or an aggrieved member, creditor, or regulator, can apply to have a struck-off company's name restored to the Register within the prescribed period if the strike-off is later found to have been done improperly or if there is a valid reason for revival, such as the company being in active operation at the time it was struck off.

Close Your Company the Right Way

Fast track exit, voluntary liquidation, and Tribunal-route winding up, with pre-closure compliance handled end-to-end.