Closure of a company through TRUSTLINK
The Companies Act, 2013 laid down the procedure for winding up Defunct Company. A Defunct or Dormant Company can be wind up with a fast track procedure that requires submission of the STK-2 form. Hence, Form STK-2 is required in order to wind up a Defunct Company and there is no additional procedure for that.
Why a Company close up?
A private limited company is a legal entity established under the Companies Act. Therefore, a company is required to maintain the regular compliances throughout the life cycle. The process of close up is for a company that is not active and to avoid the compliance responsibilities.
A company can also be closed by filling an application with the Ministry of Corporate Affairs in about 3 to 6 months. This process can happen online entirely. The process for closing a company is fast and easy if done through TRUSTLINK.
If a company doesn’t file the compliance on time incurs fine and penalty including debarring the Directors from starting another company. In that way it is better to wind up a company that is inactive and avoid the penalties fines or liability in future.
Types of closure of a Company
There are two types of Winding up of a Private Limited Company
- Voluntary Winding up
- Compulsory Winding up
Voluntary Winding up of a Private Limited Company
The shutting down of an organization should be done willfully by the Directors of the Company
- The organization passes unique reasons or proposals for ending up of the company.
- The organization in a rule meeting passes a resolution requiring the organization to be closed down willfully because of the expiry of the time of its length, assuming any, fixed by its articles of association or on the event of any occasion in regard of which the articles of association state that the organization should be shut down.
Major benefits of the closure of a company
- Liberated from financial liabilities after liquidation: Once the liquidation procedure is finished, the executives and all organization authorities are liberated from all loan liabilities and burdens.
- Evading legitimate activity against the organization: If the goals are passed willfully by the Founders Directors or, they will disregard lawful responses taken by the court or the council, and give a stage to the organization chiefs to focus on different business openings.
- All rent understandings will be dropped: If any organization or substance has gone into rent for a recommended time, during the liquidation procedure, it will end all the terms and states of the rents. If any dues or penalties must be paid, it will be deducted from the offer of benefits.
- Preferences for leasers: After a drawn out battle, investors will profit by the liquidation procedure as they will be qualified for a default installment, as for the suggestion of credits given by all banks.
What are the checklist for closing up a company?
- Executive gatherings ought to be assembled for endorsement of the closing down of an organization.
- A notification ought to be given in a composed structure for gathering a comprehensive meeting to pass a resolution on the closing down strategy.
- The tax assessment division ought to be recognized regarding the goals that were moved at the meeting for voluntary closing down of the organization.
- At the same time the no objection Certificate (NOC) ought to be acquired from the income tax division.
- If the event that the bank creditors are at a dominant position, at that point of loan fought to be directed to affirm the goals were moved in the comprehensive company meeting; given that the lenders are owed 2/3rd of the organization’s arrears.
- Before starting the closing down the process, an insinuation ought to be passed on the Insolvency and Bankruptcy Board of India (IBBI) inside seven days from the date endorsement of the goals.
- A declaration ought to be made to people in general within 14 days after the decision to close down the company in an official periodical, one English paper, and one regional paper, where the enrolled organization has been found.
- The entire closing procedure ought to be finished inside a year from the commencement of the liquidation.
The procedure for closing a Private Limited Company
Stage 1: The first procedure for voluntary closing a company is to convene a Board Meeting with two Directors or a greater number of Directors. Pass a resolution with a presentation by the Directors that they have made an inquiry into the undertakings of the Company and that, having done as such, they have shaped the supposition that the organization has no obligations or that it will have the option to cover its financial arrears from the returns of the advantages to sold in the voluntary winding up of the organization. Likewise, fix a date, place, time, purpose for a General Meeting of the Company following five weeks of this Board Meeting.
Stage 2: Issue an advisement as a written statement that announces the General Meeting of the organization proposing the goals, with an appropriate logical explanation.
Stage 3: In the general Meeting, pass the normal goals for closing down the organization by the majority or 3/4th majority.
Stage 4: Around the same time or the following day of the moving of the resolution for closing down the Company, plan and call for a gathering of the Creditors. On the off chance that 66% in the estimation of the money investor of the organization are of the sentiment that it is in light of a legitimate concern for all the interests to be closing down the organization, at that point the organization can be closed down willfully. On the off chance that the organization can’t meet every one of its liabilities on winding up Company must be closed down by a Tribunal.
Step 5: In 10 days of resolution for closing down the organization, record a notification with the Registrar for the assignment of the liquidator.
Step 6: Within the 14 days of the goals for the ending up of the organization, send out a notification of the goals in the Official Gazette and publicize in a paper with dissemination in the region where the enrolled office is available.
Stage 7: Within 30 days of General Meeting for closing down of the organization, record ensured duplicates of the common or unique resolution in the General Meeting for closing down of the organization.
Stage 8: Winding up undertaking of the organization and set up the vendors to represent the closing of the organization and get the equivalent reviewed.
Stage 9: Call for conclusive and final General meeting of the Company.
Stage 10: pass the special goals for removal of the books and papers of the organization.
Stage 11: Within about 14 days of the last General Meeting of the company, record a duplicate of the records and document an application to the Tribunal for passing a request for the disintegration of the organization.
Stage 12: If the tribunal is fulfilled, the tribunal will pass a request dissolving the organization inside 60 days of getting the application.
Stage 13: As the last but one step involved in the procedure for voluntary winding up of private limited company, the organization vendor would have to document a duplicate of the request with the Registrar.
Stage 14: The Registrar, on getting the duplicate of the request passed by the Tribunal at that point will distribute a notification in the official Gazette that the organization is closed down.
Steps to close a Private Limited Company through the Compulsory Wind up Process
- The appeal to the court ought to be recorded alongside the announcement of undertakings of the contested organization.
- In the wake of investigating the believability of the appeal documented, the council may acknowledge or dismiss the previously mentioned request.
- Here, the outlet will be selected by the council itself.
- The outlet will be execute all the advantages of the organization, inspect the book of records, and order into a draft or report.
- The reports are to be send to the court after the wrapping up advisory group had acknowledged the equivalent.
Documents required for winding up of a company
- PAN card of the association
- Confirmation of shutting down of the association’s record
- A reimbursement bond, which should be legitimately affirmed by the officials.
- The latest announcement of the association accounts.
- Declaration of records related to all advantages and liabilities of the association, by CA.
- Validation of support of the objectives by 3/4th of the board people.
Application for removing the name of the association.
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