Company Strike off Clearance
The Ministry of Corporate Affairs (MCA) is taking strict actions against shell companies and companies which do not file their financial statements and annual returns regularly with ROC (Registrar of companies). Last year alone, it struck off lakhs of companies under section 248(1) of Companies Act, 2013. The government is still cleaning up the corporate field. But it has come up with a procedure to reactivate strike off company.
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Strike Off Company Under Companies Act, 2013
- Section 248 talks about the power of ROC to remove the name of the company from the Register of companies.
- The company can appeal to the NCLT under section 252.
- The Companies (Removal of Name of Companies from the Register of Companies) Rules, 2016 also deal with strike off.
- Rule 87A of the NCLT (Amendment) Rules, 2017 and NCLT Rules, 2016 additionally address struck off.
- In the case of striking off defunct companies, section 248 of Companies Act 2013 comes into picture. However, restoration can be done under section 252 of The Companies Act 2013.
THE REASONS FOR STRIKE OFF COMPANY
There are various reasons for striking off a company, and here are the few reasons why a company struck off:
- First reason is if the company fails to commence the business within one year of registration of the company.
- If the company fails to carry on its business for two preceding years.
- If the company fails to submit or file annual returns and financial statements for a continuous period of 3 years.
- When the directors of the company fail to file the Form DIR-8 on time.
- Disobedience of relevant provisions of Companies Act and other legal rules and regulations.
Required Documents for Strike off Clearance
- Form 9 to be prepared
- Reason for the Strike off (From MCA notice)
- Notice copy attachment
- MCA master data
- MOA/AOA copy to be attached
- Last year MCA return filing copy. The newly appointed director in the previous step can file the MCA annual return on behalf of the company.
- Board Resolution for Authorized Signatory
- Incorporation Certificate copy
- Rs 2500/- fees DD challan in the favour of ” Pay and Accounts officer Ministry of Corporate Affairs”
Process & Timeline for Company Registration
The applicant has to file an application for restoring the company whose name was struck off from the Register of the company. It can be done under section 252(3) read with rule 87A of National Company Law Tribunal (Amendment) Rules, 2017. Furthermore, a petition for restoration can be filed with NCLT within 3 years from the date of the strike-off.
The applicant has to file a list of documents under Annexure B of the NCLT Rules, 2016 required to be filed with NCLT while filing the application.
The NCLT has to hear both the sides. After the hearing, if satisfied can restore the name of the company in the record of ROC.
After the Tribunal makes an order for restoration of the company after strike off, it will direct the appellant to deliver a certified copy of the order to ROC within 30 days from order.
After the delivery, ROC has to publish the order in the official gazette. The appellant has to pay the Registrar as per the directions of the Tribunal. After this, the company has to file the pending financial statements and annual returns with the Registrar and pay the fee as per NCLT.
Lastly, the ROC has to publish the order in the official gazette.
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