How to Strike Off a Company or LLP Legally in India

Not all businesses run forever—and that’s okay. Whether a company was formed but never operated, or an LLP has completed its purpose, closing it properly is just as important as starting it. The legal method to close a business entity that is no longer active is called “Strike Off” under Indian corporate law.

Improper closure or neglecting this process can result in penalties, ongoing compliance burdens, and disqualification of directors or partners. A legal strike off ensures that your business is officially removed from the records of the Registrar of Companies (ROC).

✅ What Does “Strike Off” Mean?

Strike off is the removal of the name of a company or LLP from the official register maintained by the ROC, effectively ending its legal existence.

Unlike winding up or liquidation (which is for companies with assets or liabilities), strike off is a simpler, faster route for defunct or inactive entities with no pending obligations.

📋 Eligibility for Strike Off

✔️ A 

Company

 can apply for strike off if:

• It has not commenced business within one year of incorporation

• It is not carrying on any business or operations for the last two financial years

• It has no assets or liabilities

• All statutory filings and compliances are up-to-date

• No ongoing litigation, pending dues, or open bank accounts

✔️ An 

LLP

 can apply if:

• It hasn’t commenced or ceased operations

• Its accounts are settled

• It has filed Form 11 and Form 8 up to date

• It has a valid No Objection Certificate (NOC) from partners and creditors, if any

🛠️ Procedure to Strike Off a Company (Form STK-2)

1. Hold a Board Meeting: Pass a resolution to apply for strike off

2. Clear Liabilities: Close bank accounts, settle dues

3. Obtain Shareholder Approval: Special resolution via EGM

4. File Form STK-2 with ROC: Attach indemnity bond, affidavits, statement of accounts, and resolutions

5. ROC Verification: Registrar issues notice to verify that the company is eligible

6. Publication: Notice of strike off is published in the official gazette

7. Struck Off: If no objections, the company is officially removed

🕒 Timeframe: Usually 3–6 months

💸 Government Fees: ₹10,000 (for STK-2)

🛠️ Procedure to Strike Off an LLP (Form 24)

1. Close Bank Accounts and Settle Dues

2. File Pending Returns: Ensure Form 8 and 11 are up to date

3. Prepare Affidavits and Consent of Partners

4. File Form 24: With statement of accounts, resolution, and NOC

5. ROC Processing: After verification, LLP is struck off

🕒 Timeframe: 2–4 months

💸 Government Fees: ₹1,000

⚠️ Important Points to Remember

• You cannot apply for strike off if the business has ongoing litigation, tax dues, or open liabilities

• Directors or partners must file income tax returns up to the last active year

• If strike off is not done properly, the entity remains liable for late filing fees and penalties

• The ROC may suo-motu strike off a company, but this may lead to disqualification of directors for 5 years

💼 When Is Strike Off Better Than Winding Up?

Choose strike off if:

• The business never took off

• You want a cost-effective and quick closure

• There are no assets, liabilities, or legal obligations

• You want to avoid the longer and more complex winding-up process

👨‍⚖️ Why Choose Barowalia & Associates

Improper closure can lead to years of unnecessary legal burdens. At Barowalia & Associates, we assist clients in Himachal Pradesh and beyond with:

• ✅ End-to-end handling of strike off for companies and LLPs

• ✅ Drafting all resolutions, affidavits, and declarations

• ✅ Ensuring ROC compliance and objection handling

• ✅ Post-closure guidance (like director disqualification check)

• ✅ Transparent, hassle-free legal closure of your inactive entity

From businesses in Shimla and Solan to LLPs across Himachal’s startup ecosystem, we help you close your company cleanly, legally, and confidently.