A Company which wants to seek an exit from the Registrar of ComPANies can do it through normal operation of law. Striking off of the Company is an alternative to winding up of a Company subject to statutory criterion specified under section 248 of ComPANies Act, 2013.
Modes of Striking off
With the consent of the 75% of members in terms of paid-up capital or by passing a special resolution, a Company can file an application to the registrar for striking off its name. Moreover, the ROC can use his powers for the removal of the names of the non-functioning comPANies
Under the ComPANies Act of 2013, there are basically two modes in which a Company can be struck off. These are:
Strike off under Section 248(1) of the ComPANies Act 2013 by the ROC.
Strike off under Section 248(2) of the ComPANies Act 2013 by Company by its own
Conditions under which a Company is struck off the name
These are the conditions under which the comPANies’ names are struck off from the records of the Registrar of ComPANies (ROC):
Any Company which has failed to commence its business within 1 year of its incorporation.
If any Company has not been active in business activities since the past 2 financial years and has not made any application for the status of Dormant Company under Section 455 of the Act.
Categories of comPANies that must not be removed from the register of comPANies:-
These categories of comPANies can not be removed from the struck off are as follows:
Section 8 Company
The ComPANies which have been delisted because of the non-compliance of listing regulations or listing agreement
ComPANies whose inspection or investigation is ordered and being carried out
ComPANies on which orders are yet to be taken up by the court for prosecution or anything else.
Those comPANies whose application for compounding is in the pending status before the competent authority
If a Company has accepted public deposits and is unable to repay the same
The comPANies have charges which are pending for satisfaction.
Restriction on making Application
A Company which wants to voluntarily file the application for the striking of the name, would not be allowed if the Company has undergone any of the following within the previous three months.
If the Company has changed its name or shifted its registered office from one State to another
If it has made a disposal for value of property or rights held by it, immediately before cesser of trade or otherwise carrying on of the business, for the purpose of disposal. This is in turn for gain in the normal course of trading or else carrying on of business
If it has made an application for the sanctioning of a compromise or arrangement.
If the Company is being wound up under Chapter XX, whether voluntarily or by the Tribunal or under the Insolvency and Bankruptcy Code or the IBC, 2016.