The Ministry of Corporate Affairs (MCA) has as of late reported Form STK-2 for eliminating name from register of organizations, i.e., ending up of an organization. Form STK-2 will be made accessible by the MCA from the fifth of April, 2017 for documenting on the MCA stage. In this article, we take a gander at Form STK-2 exhaustively.
Expulsion of Company Name from Register of Companies by Registrar
The MCA is December, 2016 brought to constrain Section 248 to 252 of the Companies Act, 2013 to establish the framework for expulsion of organization name from Register of Companies. According to Section 248 to 252, the Registrar of Companies has the accompanying forces to eliminate name of organization from the register of organizations, if the Registrar has sensible reason to accept that:
- The organization has neglected to initiate its business inside one year of its joining;
- The organization isn’t continuing any business or activity for a time of two quickly going before monetary years and has not made any application for getting the situation with a lethargic organization.
In the event that such is the situation, the Registrar can eliminate the name of the organization from the register of organizations by sending a notification to the organization and every one of the overseers of the organization. The notification from ROC would introduce the ROC’s goal to eliminate the name of the organization from the register of organizations and solicitation the organization to send portrayals alongside duplicates of the applicable reports, assuming any, inside a time of thirty days from the date of the notification.
Deliberately Removing Company Name utilizing Form STK-2
This interaction for eliminating an organization name from the register of organizations can likewise be started by the organization by documenting Form STK-2. To document Form STK-2, the organization ought to have stifled every one of its liabilities and execute a unique goal for expulsion of organization name from register of organizations with the assent of 75% of individuals as far as settled up share capital. On the off chance that the organization is directed under an uncommon Act, endorsement of the administrative body comprised or set up under that Act ought to likewise be gotten and encased with the application.
Closing of Company by Filing Form STK-2
Subsequent to recording of Form STK-2 by the organization, the Registrar has the forces and obligation to fulfill him/herself that adequate arrangement has been made for the acknowledgment of all sum because of the organization and for the installment or release of its liabilities and commitments by the organization inside a sensible time. On the off chance that essential, the ROC can likewise get vital endeavors from the overseeing chief, chief or different people responsible for the administration of the organization
On consummation of the above customs, the ROC would make a public notification be given with respect to the expected conclusion of the organization. After expiry of the time referenced in the notification, the Registrar can, strike off its name from the register of organizations, and distribute notice of striking-off of name of organization in the Official Gazette. On distribution in the Official Gazette of this notification, the organization is held to be broken up.
Requirements for Filing Form STK-2
A wide range of organizations like private restricted organization, one individual organization, and restricted organization can apply for conclusion utilizing Form STK-2. Coming up next are the fenced in areas that should be joined with Form STK-2:
- Reimbursement bond properly authorized by each chief in Form STK 3;
- An assertion of records involving resources and liabilities of the organization made as long as a day, not surpassing thirty days before the date of use and guaranteed by a Chartered Accountant;
- An affirmation in Form STK 4 by each overseer of the organization;
- A duplicate of the extraordinary goal likewise affirmed by every one of the heads of the organization or endorsement of 75 % of the individuals from the organization as far as settled up share capital as on the date of use
- An assertion concerning forthcoming cases, assuming any, including the organization.
In Form STK-2, the Managing Director or Director of the organization is needed to pronounce that:
- There is no examination or examination requested and did or yet to be done or being done against the organization and where assessment or examination have been done, no arraignment is forthcoming in any court emerging out of such review or examination;
- The organization is neither having any open stores which are extraordinary nor the organization is in default in its reimbursement or interest subsequently;
- The organization doesn’t have any exceptional credits, gotten or unstable;
- The organization doesn’t have any contribution towards personal expense, VAT, extract obligation, administration charge or some other assessment or obligation, by whatever name called, payable to the Central or any State Government, legal position or neighborhood authority;
- The wide range of various liabilities of the organization have been settled or released or stifled;
- Every one of the necessities of the Companies Act and rules made there under identifying with eliminating the name of the organization from the register of organizations and matters accidental or supplemental thereto have been conformed to;
On the off chance that an organization fulfills any of the accompanying condition, formSTK-2 can’t be documented:
- The organization changed its name or moved its enrolled office starting with one State then onto the next before 90 days of documenting of Form STK-2;
- The organization arranged property or rights held by it, before 90 days of documenting of Form STK-2. This arrangement isn’t pertinent for exchange wherein removal of property for acquires is in the typical course of exchanging or carrying on of business;
- The organization occupied with some other action aside from the one which is given in the MOA or practical before 90 days of recording of Form STK-2.
- The organization has made an application to the Tribunal for the endorsing of a trade off or course of action and the matter has not been at last closed;
- The organization is being ended up under Companies Act or under the Insolvency and Bankruptcy Code, 2016.
Confirmation of Form
Form STK 2 ought to be guaranteed by a Chartered Accountant in full-time practice or Company Secretary in full-time Practice or Cost Accountant in entire time practice.
Impact of Removing Name from Register of Companies
In the event that STK-2 is documented and acknowledged by the ROC, the organization would be disintegrated under area 248 of the Companies Act, 2013. Further, the business would stop to work as an organization and the Certificate of Incorporation gave to it will be considered to have been dropped from such date – with the exception of the reason for understanding the sum because of the organization and for the installment or release of the liabilities or commitments of the organization.
Likewise, if an organization is shut utilizing Form STK-2, the risk of all chief, director or other official who was practicing any force of the executives, and of each individual from the organization would proceed and can be implemented as though the organization had not been broken down.