Winding up of Company

[Murari Agrawal]

We have a Pvt Limited Company which is not doing any business since last ten years and has accumulated losses. There are no assets in the Company. There are confirmed dues of Sales tax and Central Excise pertaining to more than 10 years - there are no notices or recovery proceedings to our knowledge. The out standings are not due to any lapse or misconduct on the part of the directors.

We are complying with ROC and other formalities but continuing the same further and maintaining an office is becoming difficult.

Requesting the experts to suggest a way for winding up of the company.

[Charu Tyagi]

Procedure for voluntarily winding up of company

• Convene a board meeting and resolution to pass for approval of strike off company, authorization of any director of company to apply to ROC and issuance of notice for general meeting
• Pass special resolution in general meeting for striking off.
• File e-form MGT 14 within 30 days of passing with fees and STK-2 with ROC
• STK-2 documents - Copy of statement of accounts certified by CA, Copy of Board Resolution, copy of Special Resolution, Indeminity Bond (STK-3), Affidavit in STK -4, ID proof of directors, Bank Account statement.
• Acknowledgement of last ITR filed - Publication by ROC in for STK 6 inviting any objection of strike off.
• Approval by ROC for Strike off in form STK -7 release notification in official gazzette about Company's Strike off and Dissolution.

[Murari Agrawal]

Sir we can't submit Form STK-3 as there are confirmed dues of sales tax & central excise which the company can't pay. For last 10 years there is no known communication from departments in this respect. Is there any other way out. Thanks

AI Summary

Company strike-off procedure blocked by confirmed statutory dues; alternative winding-up or insolvency pathways may be required. The presented voluntary winding-up route is strike-off by the Registrar: pass board and special resolutions, authorize a director to apply, file MGT-14 and STK-2 with ROC, and supply STK-2 attachments including certified accounts, board and special resolutions, an indemnity bond, an affidavit, identity proofs, bank statements and last income-tax return acknowledgement; ROC publishes a notice for objections and, if satisfied, issues STK-7 and gazettes the strike-off. The process is impeded where an indemnity bond cannot be furnished because of confirmed statutory dues.