Types of Strike off:
(i) Striking off by Registrar on his own motion
To strike a company off the Register of Companies under section 560, by the Registrar
of his own motion, the following procedure is followed:
(1) Letter of enquiry: Where the Registrar has reasonable cause to believe that a
company is not carrying on business or in operation; he shall send to the company by
post a letter inquiring whether the company is carrying on business or in operation. The
company should be given one month time to reply.
(2) Notice threatening striking-off: If the Registrar does not within one month of sending
the letter mentioned above receive any answer thereto, send to the company second
letter referring to the first letter, and stating that – – No answer to the first letter has
been received; and – If an answer is not received to the second letter within one month
from the date thereof, a notice will be published in the Official Gazette with a view to
striking the name of the company off the register. This second letter should be sent
within fourteen days after the expiry of one month after sending the first letter and it
should be sent by registered post.
(3) Final notice of removal: If, in response to the second letter, the Registrar – – Either
receives an answer from the company to the effect that it is not carrying on business or
in operation, or – does not within one month after sending the second letter receive any
answer, he may proceed to strike the company off the Register of Companies. This will
be done by taking two steps:
(a) sending for publishing in the Official Gazette, a notice to the effect that, at the
expiration of three months from the date of that notice, the name of the company
mentioned therein will, unless cause is shown to the contrary, be struck off the register
and the company will be dissolved; and
(b) Sending to the company as well as to the income-tax authorities the above-
mentioned notice by registered post. Similar procedure of publication of the notice in
official Gazette shall be adopted by the Registrar in case of a company in liquidation,
where the Registrar is satisfied that either no liquidator is acting or that the affairs of the
company have been completely wound up and the returns required to be filed by the
liquidator have not been filed for a period of six months. A copy of such notice shall also
be forwarded to the company or the liquidator, as applicable, by registered post.
(4) Notification and removal of the company: At the expiry of three months from the
date of the notice mentioned above, the Registrar may, unless cause to the contrary is
previously shown by the company, strike its name off the register, and shall publish
notice thereof in the Official Gazette. On the publication in the Official Gazette of this
notice, the company shall stand dissolved. A model notification published in the Official
Gazette is set out below
(ii) (ii) Striking-off on company’s application
The Registrar can exercise the power conferred on him by section 560, when an
application is received by him from the company for striking it off the register on the
ground that it is a defunct company, i.e. it is not carrying on business or in operation.
The following procedure should be followed:
(1) Board resolution: Although section 560 does not so stipulate, it would be advisable
to pass a resolution by the Board of Directors of the company to the effect that an
application be made to the Registrar of Companies to have the company struck off the
Register of Companies under section 560. Model Board resolution is placed on Annexure
I at the end of the study.
(2) Application to Registrar: A application shall be made to the Registrar in e- form no. 61
in electronic mode for striking the company off the Register and declaring it as a defunct
company, pursuant to the Board resolution. The application in e-form 61 should be
accompanied by:
(a) Copy of Board Resolution;
(b) Detailed application (A specimen of application form is placed as Annexure II at the
end of this study);
(c) Nil balance sheets;
(d) an affidavit by at least two directors (including managing or whole-time director) to
the effect that the company has no assets or liabilities and that it has not been carrying
on any business or operation, should be filed with the Registrar of Companies duly
supported by the latest balance sheet. (A specimen of affidavit is placed as Annexure III
at the end of this study.); (
e) An indemnity bond by two directors (at least one of them should be managing or
whole-time director) to the effect that liabilities of the company, if any, will be met by
them, even after the name of the company is struck off from the register under section
560 of the Companies. (A specimen of indemnity bond is placed as Annexure IV at the
end of this study.); (f) Any other information can be provided as an optional attachment.
(3) Any further information called for in respect of this application should be filed
electronically with the ROC in Form No. 67 as an addendum. (
4) Notification and striking-off: On receipt of the application, the Registrar, if satisfied
about the correctness of the application as regards the basic condition stipulated in
section 560 and the DCA’s (now Ministry of Corporate Affairs) guidelines for striking
companies off, may proceed to strike the name of company off the Register, and shall
publish notice thereof in the Official Gazette.
