Cancellation of Public Limited Company

🛑 Cancellation / Closure of a Public Limited Company

A Public Limited Company is a corporate entity with multiple shareholders and access to public investment. If the company is no longer operational or wishes to cease business activities, it can be closed under the provisions of the Companies Act, 2013.

🔁 Methods of Closure

There are three primary ways to close a Public Limited Company:

1. Strike Off under Section 248 (Fast Track Exit)

Applicable if:

• The company has not commenced business since incorporation, or
• It has not carried on any business for two consecutive financial years, and
• Has not applied for “Active” status.

🔹 No liabilities must remain.
🔹 All filings and returns should be up to date.

2. Voluntary Winding Up

Used when the company:

• Has assets and liabilities, and
• Wishes to dissolve after clearing all debts.

Involves appointment of a liquidator and following due legal process with Tribunal (NCLT) oversight.

3. Compulsory Winding Up by NCLT

Can happen due to:

• Fraud or misconduct
• Non-compliance with ROC
• Inability to pay debts
• Public interest as directed by the government

Usually initiated by creditors, shareholders, or ROC.

📄 Documents Required (For Strike Off under Section 248)

1. Board Resolution for closure
2. Shareholders’ Special Resolution
3. Affidavit by directors (Form STK-4)
4. Indemnity Bond (Form STK-3)
5. Statement of accounts (Certified by CA – not older than 30 days)
6. Income Tax Returns filed up to date
7. No Objection Certificate (NOC) from regulatory departments, if applicable
8. Copy of Board & Shareholders’ resolutions
9. Form STK-2 (Application for strike-off)

✅ Eligibility Criteria

• Company is inactive for 2 years OR has not commenced business
• No pending legal proceedings or liabilities
• Company is up to date with ROC filings

🕒 Time Frame

• The closure process usually takes 4–6 months, depending on ROC processing and document verification.

⚠️ Consequences of Not Closing Dormant Company

• Directors may be disqualified
• Heavy penalties for non-compliance
• ROC can take suo moto action to strike off the company
• Trouble for future company incorporations

✅ GST Suvidha Centre Assistance

We offer end-to-end support for:

• Document drafting (resolutions, affidavits, CA certificates)
• Filing STK-2 and liaising with ROC
• Legal and compliance advisory
• Guidance for both voluntary winding up and strike off

📞 Contact GST Suvidha Centre today to legally and efficiently close your Public Limited Company.