How does a company apply to strike off its name in Form STK-2?
How a company applies in Form STK-2 under section 248(2) of the Companies Act, 2013 to remove its name from the register, the Rs 10,000 fee, overdue AOC-4 and MGT-7 that must be filed first, and why a section 8 company cannot use this route.
In this guide
A company that has extinguished all its liabilities may apply in Form STK-2 under section 248(2) of the Companies Act, 2013 to remove its name from the register. The filing needs a special resolution or consent of 75 per cent of members in terms of paid-up share capital, a Rs 10,000 fee, and overdue AOC-4 and MGT-7 already on file. A section 8 company cannot use this route. C-PACE processes the form.
What is Form STK-2?
Form STK-2 is the company's own application to remove its name from the register. The MCA form cites section 248(2) of the Companies Act, 2013 and Rule 4(1) of the Companies (Removal of Names of Companies from the Register of Companies) Rules, 2016.
That is not the Registrar's own strike-off under section 248(1). Sub-section (1) is the Registrar writing to the company because it never commenced business, has not operated for two financial years without dormant status, missed the section 10A declaration, or failed a physical verification of the registered office. STK-2 is the company asking to go.
Who can apply under section 248?
Section 248(2) lets a company apply after extinguishing all its liabilities, by a special resolution or consent of 75 per cent of members in terms of paid-up share capital, on all or any of the grounds in sub-section (1). A company regulated under a special Act must also enclose approval of its regulatory body.
The grounds in sub-section (1) include failure to commence business within one year of incorporation, no business or operation for two immediately preceding financial years without a dormant-company application under section 455, unpaid subscriber money with no section 10A declaration within 180 days, and a failed physical verification under section 12(9).
Which companies cannot use STK-2?
Section 248(3) is blunt. Nothing in sub-section (2) applies to a company registered under section 8. That company has a different exit. Do not file STK-2 for it.
What must be filed before STK-2?
| Condition | Where it sits |
|---|---|
| All liabilities extinguished | Section 248(2) |
| Special resolution, or 75 per cent member consent | Section 248(2) |
| Overdue AOC-4 and MGT-7 already filed | Rule 4 of the Removal of Names Rules, 2016 |
| Rs 10,000 application fee | Rule 4 |
| Notarised affidavit by each director in Form STK-4 | MCA C-PACE FAQ |
Rule 4 says the company shall not file the application unless overdue financial statements under section 137 and overdue annual returns under section 92 are on file, up to the end of the financial year in which the company ceased to carry on business. File those first. See the AOC-4 and MGT-7 guides for the annual clocks.
Where is STK-2 filed?
On the MCA portal under Approval Services, Company e-filing. Centre for Processing Accelerated Corporate Exit, C-PACE, processes voluntary striking off. The MCA C-PACE FAQ is the page that lists the STK-4 affidavits and the other attachments.
What happens after STK-2 is filed?
Section 248(2) requires the Registrar, on receipt of the application, to cause a public notice to be issued. Section 248(4) has that notice published in the prescribed manner and in the Official Gazette. At the expiry of the time in the notice, section 248(5) lets the Registrar strike the name off unless cause to the contrary is shown, publish that in the Gazette, and on that publication the company stands dissolved.
Section 248(6) requires the Registrar, before that order, to satisfy himself that provision has been made for amounts due to the company and for discharge of its liabilities. Assets remain available for those liabilities even after the order. Section 248(7) continues director and member liability as if the company had not been dissolved. Section 248(8) keeps the Tribunal's power to wind the company up after strike off.
How do I confirm the STK-2 rules?
- Read section 248 for who can apply, who cannot, and what survives dissolution.
- Open the MCA Form STK-2 page and the C-PACE FAQ.
- File overdue AOC-4 and MGT-7 first. Then file STK-2 with the Rs 10,000 fee and an STK-4 affidavit from each director.
Why do STK-2 applications get rejected?
- Filing STK-2 for a section 8 company, which section 248(3) takes out of sub-section (2).
- Filing while AOC-4 or MGT-7 for a year of operations is still open.
- Applying with liabilities still on the books, then finding they survive against directors under section 248(7) anyway.
- Treating strike-off as a winding-up substitute. Section 248(8) leaves the Tribunal's winding-up power intact.
Where are strike-off changes notified?
Removal-of-name rules, C-PACE process notes and form attachments move through MCA. Complied AI keeps MCA updates in one feed so you can open the source behind a change. When the conditions themselves are the question, read section 248 next to that update.
Practical checks
Common questions
What is Form STK-2?
Form STK-2 is the application by a company to the Registrar for removing its name from the register of companies. The MCA form is filed pursuant to section 248(2) of the Companies Act, 2013 and Rule 4(1) of the Companies (Removal of Names of Companies from the Register of Companies) Rules, 2016. It is a voluntary strike-off by the company, not the Registrar's own notice under section 248(1).
How much is the STK-2 filing fee?
Rule 4 of the Companies (Removal of Names of Companies from the Register of Companies) Rules, 2016 requires the application in Form STK-2 along with a fee of Rs 10,000. That is a fixed fee for the application, not a share-capital slab. Confirm the current figure on the MCA form page before paying.
Do I have to file AOC-4 and MGT-7 before STK-2?
Yes, if those filings are overdue. Rule 4 says the company shall not file the application unless it has filed overdue financial statements under section 137 and overdue annual returns under section 92, up to the end of the financial year in which the company ceased to carry on business. An STK-2 filed against open overdue annual filings is how the application comes back.
Can a section 8 company apply in STK-2?
No. Section 248(3) says nothing in sub-section (2) shall apply to a company registered under section 8. A section 8 company that wants to close uses a different exit, not this form. See the separate guide on section 8 companies.
We still have unpaid creditors. Can we file STK-2?
No. Section 248(2) lets a company apply only after extinguishing all its liabilities, and only by a special resolution or consent of 75 per cent of members in terms of paid-up share capital. Liabilities that are still open are a ground for the Registrar to refuse, and they survive against directors and members even after dissolution under section 248(7).
Who processes Form STK-2 now?
Centre for Processing Accelerated Corporate Exit, C-PACE, processes voluntary striking off. The MCA C-PACE FAQ states that Form STK-2 is filed under Approval Services, Company e-filing, on the MCA portal, and that each director attaches a notarised affidavit in Form STK-4.
Does strike-off end director liability?
No. Section 248(7) continues the liability of every director, manager or other officer who was exercising any power of management, and of every member, and lets it be enforced as if the company had not been dissolved. Section 248(8) also keeps the Tribunal's power to wind the company up after the name is struck off.
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How this guide was prepared
This guide is published by the Complied AI research desk. Its source list and stated position were checked against the official records shown below on 8 September 2026.
Automation, including AI, may assist research, drafting and structure. It does not replace the official record or amount to an independent professional review. Read our editorial standards and corrections policy.
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