Companies (Removal of Names of Companies from the Register of Companies) Rules, 2023

Synopsis of Companies (Removal of Names of Companies from the Register of Companies) Rules, 2023

• Revision of Rule 4 (1) Regarding Application for Company Name Removal: Rule 4 (1) has undergone revision, specifying that companies seeking to remove their names under Section 248 (2) must now apply to the Registrar, Centre for Processing Accelerated Corporate Exit. This application is to be made in Form No. STK-2 requires a fee of Rs. 10,000.
• Insertion of Rule 4 (3-A) for Application Submission: A new provision, Rule 4 (3-A), has been inserted, addressing the application process for company name removal.
• Establishment of Registrar for Processing and Disposal: The Registrar, Centre for Processing Accelerated Corporate Exit, will be established under Section 396 (1) and will hold jurisdiction over the processing and disposal of applications made in Form No. STK-2, as well as all matters related to Section 248, across India.
• Revised Form STK-2 for Company Name Removal Application: Form No. STK-2, which pertains to the "Application by the company to Registrars of Companies (ROC) for removing its name from the register of companies," has been revised to align with the updated requirements.
• Revisions Made to Form STK-6 for Public Notice: Form No. STK-6, used for publishing public notices regarding company name removal, has been updated to reflect the recent changes.
• Amendments to Form STK-7 for Notice of Striking Off and Dissolution: Form No. STK-7, which deals with the issuance of notices for striking off and dissolution, has been revised to accommodate the revised rules and procedures

Companies (Removal of Names of Companies from Register of Companies) Rules, 2016

Removal of Names of Companies from the ROC

Voluntarily Removing Company Name using Form Form STK-2

Removal of Company Name from Register of Companies by Registrar

• One year after incorporation, the company has not begun doing business.
• For two consecutive financial years, the company has not engaged in any business or operation and has not applied for dormancy status.

Companies (Removal of Names of Companies from the Register of Companies) Rules, 2023

Application for the removal of a company's name

Registrar, Centre for Processing Accelerated Corporate Exit (C-PACE)

Revised Forms for Removal of Company Name from Register of Companies

• Form STK-2: As mentioned above, Form STK-2 is used by a company to apply to the Registrar of Companies to remove its name from the Register of Companies. The form must be submitted with the required Rs 10,000/-fee.
• Form STK-6: This form is used for the prescribed Public Notice. Once the Registrar of Companies receives the application in Form STK-2, they will publish a public notice in Form STK-6 on the Ministry of Corporate Affairs (MCA) website and in at least one English newspaper and one vernacular newspaper.
• Form STK-7: This form is used for issuing the notice of striking off and dissolution. After three months after the publication date of the public information in Form STK-6, the Registrar of Companies has the authority to strike off the company's name from the ROC, they will then issue a notice of striking off and dissolution in Form STK-7.

Procedure for Voluntarily Removing Company Name using Form STK-2

• Board Approval: The board of directors must approve the name in a board meeting to remove it. The company also approves the notice for an Extraordinary General Meeting (EGM).
• Shareholder Approval: The shareholders pass A special resolution at the general meeting to remove the name.
• Authority Approval: If any other authority regulates the company, approval from such authority is also required.
• Filing of Application: After obtaining the necessary approvals, the company applies Form STK-2 and the relevant documents to the Registrar, Centre for Processing Accelerated Corporate Exit (C-PACE).

• Public Notice: Upon receiving the application, the Registrar publishes a public notice (STK-6). If there are any objections to the removal, they must be raised within 30 days from the date of publication.
• Name Removal: After completing all the necessary processes, the Registrar removes the company's name from the register. Notice of such removal will be sent to the official gazette in Form STK-7.

RENU SURESH Expert

Updated on: June 2nd, 2023