Closure of a private limited company refers to the process of legally dissolving the entity, ensuring no further obligations or liabilities remain. This may be required due to inactivity, financial difficulties, or strategic decisions.

• Inability to carry on business operations.
• Voluntary winding up by members due to strategic decisions.
• Regulatory or judicial directive.
• Failure to meet statutory compliance requirements.

• Section 248 of the Companies Act, 2013 provides for removal of a company’s name from the register of companies.
• Companies (Winding Up) Rules, 2020 outline procedures for winding up.
• ROC approval is mandatory for voluntary closure.

• Voluntary Strike Off: Initiated by the company’s members or directors.
• Compulsory Strike Off: Initiated by the ROC due to non-compliance.
• Winding Up: A detailed process involving liquidation of assets and settlement of liabilities.

• Ensure there are no outstanding debts or liabilities.
• Obtain consent from shareholders and creditors.
• File all pending statutory returns, including GST and income tax.
• Prepare and file necessary documents with the ROC.

• Step 1: Hold a board meeting to approve the closure.
• Step 2: Obtain shareholder approval through a special resolution.
• Step 3: Clear all outstanding liabilities and obtain a No Objection Certificate (NOC) from creditors.
• Step 4: File Form STK-2 with the ROC for voluntary strike-off, along with supporting documents.
• Step 5: Await confirmation from the ROC for closure.

• Failure to clear outstanding liabilities.
• Incomplete statutory filings leading to rejection by the ROC.
• Non-compliance with regulatory procedures.
• Delays in obtaining approvals from shareholders or creditors.

• Board resolution and shareholder special resolution.
• NOC from creditors, if applicable.
• Latest financial statements and bank closure certificate.
• Filing of Form STK-2 and supporting documents.

• File Form STK-2 with the ROC along with required documents.
• Submit all pending statutory returns and compliance certificates.
• Receive confirmation of closure within 3-6 months, subject to ROC approval.

• ROC Filing Fees: Rs. 10,000 for Form STK-2.
• Professional Fees: For preparing documents and advisory services.
• Estimated Total Cost: Rs. 15,000 to Rs. 40,000, depending on complexity and professional assistance.