Section 248 of the Companies Act, 2013 lets the Registrar of Companies (RoC) remove a company's name from the register of companies. There are two routes, but both end the same way: a notice in Form STK-7 under section 248(5), after which the company stands dissolved.
Route 1: the RoC acts on its own, section 248(1)
The RoC may strike off a company if it has reasonable cause to believe that:
- the company failed to start business within one year of incorporation;
- it has not carried on any business or operation for the two preceding financial years and has not applied for dormant status under section 455;
- the subscribers to the memorandum have not paid the subscription they undertook, and the declaration under section 10A(1) was not filed within 180 days of incorporation; or
- physical verification under section 12(9) shows the company is not carrying on any business or operation.
In practice most suo motu strike-offs follow years of unfiled annual returns and financial statements.
Steps
- STK-1: notice to the company and its directors, giving them 30 days to object and file the documents that are due.
- STK-5: public notice on the MCA website, in the Official Gazette and in newspapers, inviting objections.
- STK-7: if no sufficient cause is shown, the RoC strikes the name off and publishes the STK-7 notice under section 248(5).
Route 2: the company applies, section 248(2)
A company that has extinguished all its liabilities can ask to be struck off, after passing a special resolution or getting the consent of members holding 75% of the paid-up share capital. It files Form STK-2 with, among other documents:
- an indemnity bond from each director (STK-3);
- an affidavit from each director (STK-4);
- a statement of accounts showing assets and liabilities, made up to a date no more than 30 days before the application and certified by a chartered accountant;
- a copy of the special resolution or members' consent.
The RoC then publishes a public notice in STK-6 inviting objections, and if none are sustained, strikes the name off by an STK-7 notice under section 248(5).
Section 249 bars an application in some cases: for example, if in the previous three months the company changed its name or registered office, disposed of property or rights other than in the normal course of business, or engaged in any other business; or if an application to the NCLT for a compromise or arrangement, or a winding-up proceeding, is pending.
C-PACE
Since 1 May 2023, STK-2 applications are processed centrally by the Centre for Processing Accelerated Corporate Exit (C-PACE) at Manesar, rather than by each RoC. C-PACE notices carry references like ROC/C-PACE/STK-2/248(5)/2026-27/….
The two routes side by side
| Section 248(1) | Section 248(2) | |
|---|---|---|
| Who starts it | The RoC | The company |
| Typical reason | No business, returns not filed | Owners want to close a company with no liabilities |
| Notice to company | STK-1 | Application in STK-2 |
| Public notice | STK-5 | STK-6 |
| Processed by | Jurisdictional RoC | C-PACE (since May 2023) |
| Final notice | STK-7 under section 248(5); the company is dissolved on publication in the Official Gazette | |
For a vendor review, the route matters: a company struck off under 248(2) chose to close down, while one struck off under 248(1) may have kept trading without filing returns, which is the higher risk.
What strike-off means: sections 248(5) to 250
- Dissolution (s.248(5)). On publication of the STK-7 notice in the Official Gazette, the company stands dissolved.
- Liabilities survive (s.248(7)). The liability of every director, officer and member continues and can be enforced as if the company had not been dissolved.
- Effect (s.250). The certificate of incorporation is deemed cancelled from the date of the notice, and the company stops operating as a company, except to realise amounts due to it and to pay or discharge its liabilities.
- Restoration (s.252). The NCLT can restore the company on an appeal or application. Restoration under section 252 →
LLPs
Limited liability partnerships are not struck off under the Companies Act. The Registrar strikes them off under section 75 of the LLP Act, 2008 and Rule 37 of the LLP Rules, 2009; an LLP can apply voluntarily in Form 24. Struck-off LLPs are included in the Struck-Off Company Check register from the MCA master data.
Updated 19 October 2026. A general guide based on the Companies Act, 2013 and the Companies (Removal of Names of Companies from the Register of Companies) Rules, 2016, as amended. It is not legal advice; check the current text on the MCA website or with your professional adviser before acting.