Winding up of company
Winding up means a proceeding by which a company is dissolved. The assets are disposed, the liabilities are paid, and the surplus, if any, is distributed among the shareholders/ members in proportion to their shareholding in the company.
MODES OF CLOSURE OF COMPANY
- Removal / Strike off of name of the Company.
- By the Registrar of Company (ROC) on suomotu basis
- By a Company upon filing of an application with the Registrar
If a Company suomotu opts to remove its
name, it can be done by taking following
steps which are summarized below- A
Company may after extinguishing all its
liabilities, pass special resolution or
take consent ofย
seventy-five per cent.ย members in terms of paid-up share
capital; File an application for removal
of name of the company inย
eForm STK-2ย along with the fee of 5,000 rupees and
the prescribed list of documents-
- 1. No Objection Certificate from a regulatory body constituted or established under that Act, in case of a company being regulated by special Act;
- 2. indemnity bond duly notarized by every director in Form STK 3;
- 3. aย statement of accountscontaining assets and liabilities of the company made up to a day, not more than 30 days before the date of application and certified by a Chartered Accountant;
- 4. Anย affidavit in Form STK 4 by every director of the company;
- 5. copy of the special resolution duly certified by each of the directors of the company or consent of seventy-five per cent of the members of the company in terms of paid up share capital as on the date of application;
- 6. aย statement regarding pending litigations , if any, involving the company.
On receipt of such application,
theย
registrar shall issue a public notice
in Form STK-6ย and shall place it on MCA website,
companyโs website, publish in newspapers
and also issue in the Official Gazette
for the information of the general
public. The Registrar of Companies
shall, simultaneously intimate the
concerned regulatory authorities
regulating the company, viz, the
income-tax authorities, central excise
authorities and service-tax authorities
having jurisdiction over the company.
Upon expiry of the time mentioned in the
notice, if no objection is received, the
Registrar may, unless cause to the
contrary is shown by the company, strike
off the name from the register of
companies, and shall publish notice
thereof in the Official Gazette, and on
the publication in the Official Gazette
of this notice, the company shall stand
dissolved.
- Winding up under the Companies Act, 2013 by the Tribunal.
- Liquidation of Company under the Insolvency and Bankruptcy Code, 2016.