Strike-off (Closure) of a Company or LLP
A company or LLP that is not carrying on business can be closed by applying to the Registrar to strike its name off the register. It is simpler than winding up, but the conditions must be met fully.
Eligibility
- The company has not carried on business for two immediately preceding financial years, or has not commenced business within one year of incorporation, and has not applied for dormant status; or the LLP has not carried on business for one year or more
- No outstanding liabilities, or a plan to settle them
- No pending litigation, inspection or investigation
- Pending annual filings brought up to date as the Registrar requires
Process for a company
- Closing bank accounts and settling liabilities.
- Board and special resolutions (or consent of 75% of shareholders by paid-up capital).
- Indemnity bonds and affidavits from directors, and a statement of accounts certified by a Chartered Accountant.
- Filing STK-2 with the Registrar.
- Public notice by the Registrar and, after the notice period, publication of the strike-off.
An LLP files Form 24 with similar documents.
Frequently asked questions
Can a struck-off company be revived?
Yes, by applying to the Tribunal within the time allowed, if there is sufficient cause.
Do I still need to file income tax returns?
Returns for the years before closure must be filed. Tax and GST registrations should be cancelled separately.
Are directors still liable after strike-off?
Liabilities of directors and members, if any, continue and can be enforced as if the company had not been dissolved.
This page gives general information about Agar & Co. and its services. It is not an advertisement or solicitation, and it should not be treated as professional advice. Rates, thresholds and due dates change from time to time.