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Siddhu ManojFounder & CEO of Two-LYP Computations Pvt. Ltd.
“Incorporating my Startup with IncorpX was an incredibly smooth and hassle-free experience. The team was highly professional, guiding us every step of the way with clear communication and prompt support. The registration process was fast, and every detail was handled with precision and accuracy. Highly recommend IncorpX for anyone starting a business.”
Abhishek LohaniDirector at Lohani Learnings
“Company is good and service is also smooth. I used their compliance service and the response was timely with no delay and price are also convenient. They are always available to cater your need.”
Chandan Kr. ChaudharyFounder of Creative Minds
“I am very satisfied with the team of IncorpX for providing the top notch services. Team of IncorpX was giving the update on daily basis was one of the best thing which I experience in Corporate. keep doing it. Thank you!”
Jayavijaya SJFounder of Agro Farms
“Don't think twice.Got my company incorporates here. Tbh very impressed by the quality of service provided by this team. Very organized and friendly team. Had a smooth and peaceful experience. Timely regular updates were provided by the team. Overall a great experience.”
Anoop KrishnanFounder of EIGHTH DAY FORGE
“It's rare to find a service provider who makes the process feel personal - IncorpX absolutely did. From day one, they patiently explained every detail without any jargon, making it easy to understand and stress-free. There was zero chasing, no delays-just efficient, smooth execution all the way through. I felt supported, heard, and confident at every step of registering my company EIGHTH DAY FORGE (OPC) Private Limited. Thanks to Mr. Sriram and his wonderful team.”
Ramesh LankeFounder of EKnal Technologies
“IncorpX made the entire registration process for our company, EKnal Technologies, smooth and stress-free. Their team was professional, efficient, and incredibly supportive from start to finish. Highly recommend them to any founder looking for a reliable partner in their business journey! Special shoutout to Sriram and Aswin-your support, clarity, and responsiveness made the whole process incredibly smooth.”
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WHY CHOOSE US?
Expert Legal Team
Experienced legal experts in company formation and corporate law.
Fast Turnaround
Kickstart your venture with efficient company setup, generally processed within a week.
Dedicated Support
Personal manager by your side, every step of the way and beyond.
Complete Documentation
We handle all paperwork and ensure full legal compliance.
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Free business resources to fuel your company's success from day one.
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Round-the-clock assistance for all your concerns.
Ready to Close Your Private Limited Company?
Get expert assistance for Pvt Ltd closure with complete MCA compliance - starting from ₹4,999.
HERE'S HOW IT WORKS
1. Fill the Form
Simply fill the above form to get started.
2. Call to discuss
Our startup expert will connect with you & complete legalities.
3. Close Your Pvt Ltd Company
Get professional assistance with Private Limited Company strike-off and winding up.
SIMPLE & TRANSPARENT PRICING
MOST POPULAR
Private Limited Company Closure Package
₹4999 /one-time
Complete within 7 days
7-day turnaround 100% guaranteed
Form STK-2 Application Filing
Board Resolution Drafting
EGM Special Resolution
Indemnity Bond from Directors
Director Affidavit Preparation
Statement of Assets & Liabilities
Pending Annual Return Filing
GST Cancellation Assistance
Expert CA/CS Support
Post-Closure Documentation
*Government fees are additional and vary based on company structure
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IncorpX Prime
An all-inclusive solution for startups and expanding enterprises seeking a streamlined, compliant incorporation process.
Key Benefits
Personalised support from dedicated incorporation specialists.
Application prepared and filed within 2 days.
24/7 customer assistance.
Important Notes
We strive to register your preferred business name whenever feasible.
Alternative name suggestions are provided if the preferred name is not approved.
Package includes first-year compliance services: auditor appointment, annual filings, and related obligations.
Closing a Private Limited Company in India is a legal process that removes the company from the records of the Ministry of Corporate Affairs (MCA) and terminates its legal existence. Whether your company has achieved its objectives, faced financial challenges, or simply remains dormant, proper closure is essential to avoid ongoing compliance burdens and potential legal consequences.
Under the Companies Act, 2013, a Private Limited Company can be closed through two primary routes: Voluntary Strike-Off (Section 248) by filing Form STK-2 with the Registrar of Companies, or Compulsory Winding Up through the National Company Law Tribunal (NCLT). The voluntary strike-off is the most common and cost-effective method for inactive companies with no pending liabilities.
Many business owners mistakenly believe that simply stopping operations is sufficient to close a company. However, abandoning a company without formal closure leads to director disqualification under Section 164(2), accumulating penalties, and negative credit scores. Directors of non-compliant companies can be barred from serving as directors in any company for up to 5 years.
At IncorpX, we provide end-to-end Private Limited Company closure services - from clearing pending compliances to obtaining the final strike-off order. Our team of expert CAs and CSs ensures that your company is closed legally, protecting your DIN and future business interests.
What is Private Limited Company Strike-Off?
Strike-Off of a Private Limited Company is a voluntary dissolution process under Section 248 of the Companies Act, 2013. It allows companies that are no longer carrying on business or operations to apply for removal of their name from the Register of Companies maintained by the Registrar of Companies (RoC).
The strike-off process is initiated by the company itself through filing Form STK-2 with the RoC. This form must be accompanied by supporting documents including board resolution, special resolution, indemnity bond, affidavit, and statement of assets and liabilities. Once filed, the RoC publishes a public notice giving 30 days for any objections.
If no objections are received and the RoC is satisfied with the application, the company's name is struck off from the register, and a public notice of dissolution is published in the Official Gazette. The company ceases to exist as a legal entity from the date of strike-off.
Key Characteristics of Pvt Ltd Strike-Off:
Voluntary Process:
Initiated by the company's directors and shareholders, not by external parties or regulators.
No Pending Liabilities:
The company must have no outstanding debts, assets, or ongoing business operations at the time of application.
Compliance Required:
All annual returns and financial statements must be filed up to date before applying for strike-off.
Reversible:
A struck-off company can be revived within 20 years by filing an application with NCLT.
Did You Know?
The MCA can also strike off a company suo motu (on its own) under Section 248(1) if the company has not filed annual returns for two consecutive years. However, this leads to director disqualification, which is why proactive closure is always recommended.
Reasons to Close a Private Limited Company
Business owners decide to close their Private Limited Companies for various legitimate reasons. Understanding your situation helps in choosing the right closure approach:
Business Objective Completed
The company was incorporated for a specific project or purpose that has been successfully achieved, and there's no intention to continue operations.
Financial Losses
The business is consistently making losses, unable to generate revenue, or the market conditions have made operations unviable.
Dormant Company
The company has not conducted any business operations for an extended period and maintaining compliance is becoming a financial burden.
Director/Shareholder Disputes
Irreconcilable differences among promoters making it impossible to continue business operations or make decisions.
Business Restructuring
The company is being merged with another entity, or the business is being converted to a different structure like LLP or Partnership.
New Ventures
Promoters want to focus energy and resources on new business opportunities and wish to close existing non-operational companies.
Methods to Close a Private Limited Company
The Companies Act, 2013 provides two main routes for closing a Private Limited Company. The choice depends on the company's status, assets, liabilities, and compliance history:
Feature
Voluntary Strike-Off (STK-2)
Winding Up by NCLT
Governing Section
Section 248 of Companies Act, 2013
Section 271-274 of Companies Act, 2013
Initiated By
Company (Directors & Shareholders)
Company, Creditors, or Registrar
Suitable For
Inactive companies with no liabilities
Companies with assets, liabilities, or disputes
Authority
Registrar of Companies (RoC)
National Company Law Tribunal (NCLT)
Time Required
3-6 months
1-3 years
Cost
Moderate (₹5,000-₹15,000)
High (₹50,000+)
Complexity
Simple administrative process
Complex legal proceedings
Liquidator Required
No
Yes, appointed by NCLT
Creditor Involvement
Only if any liabilities exist (consent needed)
Active involvement in claims process
Conditions
No operations for 2 years, no pending liabilities, all returns filed
Unable to pay debts, just and equitable grounds
Revival Possible
Yes, within 20 years through NCLT
No, dissolution is final
Recommended Approach
For most inactive Private Limited Companies, Voluntary Strike-Off (STK-2) is the recommended approach. It's faster, more affordable, and less complex than NCLT winding up. IncorpX specializes in this process and handles all formalities on your behalf.
Requirements for Private Limited Company Closure
Before applying for strike-off, your Private Limited Company must meet the following prerequisites:
Company has not carried on business for two years preceding the application
All annual returns (AOC-4, MGT-7) filed up to date
All income tax returns filed and no pending tax dues
No pending liabilities or assets (or creditor consent obtained)
No pending legal proceedings or litigation
Company bank accounts closed or have nil balance
No pending charges registered against the company
GST registration cancelled (if applicable)
Documents Required for STK-2 Filing:
Document
Description
Purpose
Board Resolution
Resolution passed by Board of Directors approving closure
Authorizes the company to apply for strike-off
Special Resolution
Resolution passed by shareholders (75% majority) in EGM
Shareholders' consent for voluntary dissolution
Indemnity Bond
Executed by all directors on non-judicial stamp paper
Directors indemnify against any future claims
Affidavit
Sworn affidavit by directors before notary/magistrate
Verification of facts stated in the application
Statement of Assets & Liabilities
Certified statement as on the date of application
Confirms company has no assets or liabilities
NOC from Creditors
No objection certificate from all creditors (if any)
Creditor consent for company dissolution
Latest Financial Statements
Audited financial statements of the company
Verification of company's financial position
Step-by-Step Process for Private Limited Company Closure
Here's how IncorpX helps you close your Private Limited Company through the voluntary strike-off route:
Step 1: Initial Assessment & Compliance Review
Our experts analyze your company's status, review pending compliances, check for liabilities, and identify any prerequisites that need to be addressed before initiating closure.
Step 2: Clear Pending Compliances
We file all pending annual returns (AOC-4, MGT-7), income tax returns, GST returns, and any other statutory filings to bring the company to a fully compliant status.
Step 3: Settle Liabilities & Close Bank Accounts
All outstanding debts are settled, company assets are disposed of or distributed to shareholders, and bank accounts are closed. Creditor NOCs are obtained where necessary.
Step 4: Conduct Board Meeting
A board meeting is convened to pass a resolution authorizing the company to apply for strike-off and to call an Extraordinary General Meeting (EGM) for shareholder approval.
Step 5: Pass Special Resolution in EGM
An EGM is held where shareholders pass a special resolution (75% majority) approving the voluntary strike-off of the company under Section 248.
Step 6: Prepare Closure Documents
We prepare all required documents including indemnity bond, affidavit, statement of assets and liabilities, and compile all supporting documents for filing.
Step 7: File Form STK-2 with RoC
Form STK-2 is filed electronically with the Registrar of Companies along with all supporting documents and prescribed government fees.
Step 8: Public Notice Period
The RoC publishes a public notice giving 30 days for any objections from creditors, stakeholders, or the general public.
Step 9: Final Strike-Off Order
If no objections are raised and the RoC is satisfied, the company name is struck off from the register, and a dissolution notice is published in the Official Gazette.
Close your Private Limited Company legally with IncorpX!
Consequences of Not Closing Your Pvt Ltd Company
Abandoning a Private Limited Company without proper closure has serious legal and financial repercussions:
Consequence
Description
Impact
Director Disqualification
Under Section 164(2), directors of defaulting companies are disqualified
Cannot be appointed as director in any company for 5 years
Penalty Accumulation
Late filing fees of ₹100 per day per form continue to accumulate
Penalties can run into lakhs of rupees over years
Legal Prosecution
Criminal prosecution under Companies Act for non-compliance
Fines and potential imprisonment for directors
Credit Score Impact
Directors' personal CIBIL scores get negatively affected
Difficulty in obtaining personal loans, credit cards, etc.
Tax Notices
Income Tax department continues to send notices for unfiled returns
Interest, penalties, and potential prosecution
DIN Deactivation
Director Identification Numbers get deactivated by MCA
Cannot act as director in any other company
Personal Liability
Directors may become personally liable for company's unpaid dues
Personal assets can be attached in recovery proceedings
Important Warning
Even if the RoC strikes off your company suo motu (on its own initiative), directors remain disqualified and liable for past defaults. Proactive voluntary closure is always the better option to protect your DIN and personal interests.
Why Choose IncorpX for Pvt Ltd Company Closure?
Complete Compliance: We clear all pending filings before initiating closure.
Transparent Pricing: No hidden charges, clear breakdown of all costs involved.
Fast Processing: Efficient handling to complete closure in minimum time.
Expert Team: Dedicated CA/CS professionals handle all formalities.
End-to-End Service: From compliance clearance to final strike-off order.
DIN Protection: We ensure your Director Identification Number remains active.
FAQs on Private Limited Company Closure
Closing a Private Limited Company involves several legal steps and compliance requirements. Here are answers to the most frequently asked questions about Pvt Ltd company closure:
You can close your Pvt Ltd company through Voluntary Strike-Off by filing Form STK-2 with the Registrar of Companies under Section 248. This requires clearing all pending compliances, settling liabilities, passing board and shareholder resolutions, and submitting prescribed documents.
The voluntary strike-off process typically takes 3-6 months. This includes time for clearing pending compliances (if any), preparing documents, filing STK-2, the 30-day public notice period, and final processing by RoC.
At IncorpX, Pvt Ltd company closure starts from ₹4,999 plus government fees. Additional costs may include pending compliance filing fees, late fees (if applicable), and stamp duty for indemnity bond.
For voluntary strike-off, all liabilities must be settled or creditor consent obtained. If significant unpaid debts exist, you may need to go through NCLT winding-up where a liquidator settles creditor claims from company assets.
Yes, all pending annual returns (AOC-4, MGT-7) and income tax returns must be filed up to the date of strike-off application. GST returns should also be filed and registration cancelled.
If the company is closed properly through voluntary strike-off, directors' DINs remain active. However, if closure is due to RoC suo motu action, directors get disqualified under Section 164(2).
Yes, a struck-off company can be revived within 20 years by filing an application with NCLT under Section 252. Valid reasons must be demonstrated, and all pending fees and penalties must be paid.
Form STK-2 is the application form for voluntary strike-off of a company under Section 248 of the Companies Act, 2013. It is filed with the RoC along with prescribed attachments including indemnity bond, affidavit, and statement of assets/liabilities.
The company must have not carried on business for 2 years, have no pending liabilities or assets (or creditor consent), all annual returns filed, no pending legal proceedings, and no pending charges.
Leaving a company inactive results in director disqualification, accumulating penalties (₹100/day per form), tax notices, credit score impact, and potential legal prosecution.
Yes, a board meeting must be held to pass resolution authorizing closure. Additionally, an EGM must be conducted to pass special resolution (75% majority) approving the voluntary strike-off.
Strike-off is a simpler administrative process suitable for inactive companies with no liabilities. Winding up is a complex legal process through NCLT involving a liquidator, suitable for companies with assets, liabilities, or disputes.
