STK-2 Strike Off After 31 August 2026: Process, Cost & Top Rejection Reasons

Thousands of inactive companies are choosing this month to shut down formally, and the reason is simple: closing costs less right now. STK-2 strike off is the voluntary route for company strike off in India under the Companies Act, 2013, and until 31 August 2026 the government filing fee is available at a 75% concession under the MCA’s CCFS-2026 scheme. Apply after that date and the same closure costs four times as much in government fees alone.

This guide walks through the complete STK-2 strike off process, the cost before and after 31 August 2026, and the reasons applications most often get rejected. One warning before anything else: simply abandoning the company and stopping all filings is the most expensive option available. Additional fees of ₹100 per day per form, adjudication penalties and director disqualification under Section 164(2) keep accumulating on a company that is never formally closed.

What Is STK-2 Strike Off?

What is STK-2? STK-2 is the e-form prescribed under the Companies (Removal of Names of Companies from the Register of Companies) Rules, 2016 for voluntary strike-off. A company that is no longer operating applies through STK-2 to the Registrar of Companies via C-PACE, asking for its name to be removed from the register and the company dissolved.

The legal basis is Section 248 of the Companies Act, 2013. Section 248(1) lets the RoC strike off companies on its own motion; Section 248(2) lets the company itself apply voluntarily. Since 2023, all voluntary applications are processed centrally by the Centre for Processing Accelerated Corporate Exit (C-PACE) rather than individual RoC offices. For a defunct private limited company with no assets, liabilities or operations, strike-off is far faster and cheaper than formal winding up — which is why it is the standard exit route for shell and inactive companies.

Why Does 31 August 2026 Matter?

The Companies Compliance Facilitation Scheme, 2026 — CCFS-2026 — was introduced through MCA General Circular No. 01/2026 dated 24 February 2026 and opened on 15 April 2026. For companies heading for closure, it does two things at once: the STK-2 government fee is charged at only 25% of the normal amount, and the overdue annual filings a company must clear before it can apply attract just 10% of the usual additional fees. The scheme was originally set to close on 15 July 2026 and was extended to 31 August 2026 by General Circular No. 03/2026. No further extension has been announced.

• Up to 31 August 2026: STK-2 government fee of ₹2,500, and pending AOC-4 / MGT-7 filings needed for eligibility at 10% of additional fees.
• From 1 September 2026: STK-2 government fee back to ₹10,000, and overdue filings at the full ₹100 per day per form.
• Unchanged either way: professional fees, notarisation, stamp duty and audit costs — the saving sits entirely in government fees.

What Happens If You Apply for STK-2 After 31 August 2026?

The company remains fully eligible for strike-off — the route does not close, only the concession does. What changes is the arithmetic. The STK-2 fee reverts to ₹10,000. More significantly, any pending AOC-4 or MGT-7 filings that must be completed before the application will carry full additional fees, and for a company two or three years behind, those additional fees routinely run into tens of thousands of rupees across forms and years.

Delay carries a second cost. A non-filing company sits on the RoC’s radar for strike-off under Section 248(1), and directors of a company that skips its financial statements or annual returns for three continuous financial years face disqualification under Section 164(2) — a consequence that follows the individual into every other company they hold office in. Closing on your own terms before the deadline is cheaper and cleaner than either outcome.

STK-2 Strike-Off Process: Step-by-Step

1. Check eligibility — the company either never commenced business within one year of incorporation, or has not carried on business for the two immediately preceding financial years.
2. Clear outstanding liabilities — all dues to creditors, employees, banks and government must be settled or extinguished.
3. Complete pending statutory compliances — AOC-4 and MGT-7 / MGT-7A must be filed up to the end of the financial year in which the company ceased operations.
4. Close all company bank accounts and obtain closure letters from each bank.
5. Hold a board meeting approving the strike-off proposal and authorising a director to make the application.
6. Prepare STK-3 — the indemnity bond, notarised and executed by every director.
7. Prepare STK-4 — an affidavit from each director confirming the facts of the application.
8. Prepare STK-8 — the statement of accounts, certified by a chartered accountant and made up to a date not more than 30 days before the application.
9. Obtain member approval — a special resolution (with MGT-14 filed) or written consent of 75% of members by paid-up share capital.
10. File Form STK-2 on the MCA portal with the applicable government fee and attachments.
11. C-PACE scrutiny — the application is examined and resubmission queries raised if anything is defective.
12. Public notice and objections — notice in Form STK-6 invites objections for 30 days, and authorities such as Income Tax and GST are informed.
13. Strike-off and dissolution — if no valid objection survives, the name is struck off and dissolution is notified through STK-7 and the Official Gazette.

How Much Does STK-2 Strike-Off Cost?

Cost Component	Applicable Cost
STK-2 government fee	₹10,000 normal; ₹2,500 (25%) under CCFS-2026 up to 31 August 2026
Pending ROC filings (AOC-4, MGT-7 / MGT-7A)	Normal fees plus additional fees; only 10% of additional fees within the CCFS-2026 window
CA / CS professional fees	Varies with pending years and company size
Notarisation and stamp duty (STK-3, STK-4)	Varies by state
Audit, DSC renewal, bank closure charges	Depends on the company’s position

₹10,000 is the normal STK-2 filing fee under the Companies (Registration Offices and Fees) Rules, 2014. The ₹2,500 concessional fee applies only to applications actually filed within the CCFS-2026 window — the date of filing, not the date you started preparing, decides which fee you pay. For most companies, the bigger variable is the backlog: the more years of pending filings, the wider the gap between closing before and after the deadline.

Top Reasons Why STK-2 Applications Get Rejected

Most rejections trace back to groundwork that should have been finished before filing. If overdue filings are the blocker, a structured ROC compliance recovery exercise fixes the record first. The common grounds:

1. Pending ROC filings — AOC-4 / MGT-7 not filed up to the year operations ceased. Avoid it by clearing the backlog before you touch STK-2.
2. Outstanding statutory liabilities — unpaid loans, taxes or dues on record. Settle them and keep proof or no-dues confirmations.
3. Incorrect or incomplete STK-8 — assets or liabilities shown that contradict a closure application. The statement should reflect a genuinely nil position, certified by a CA.
4. STK-8 older than 30 days on the date of filing. File promptly after certification instead of letting the document age.
5. Bank account not properly closed — attach a closure letter for every account the company ever operated.
6. Defective STK-3 — missing director signatures or notarisation. Every director signs, and the bond is notarised before filing.
7. Errors in STK-4 affidavits — wrong format or stamp paper. Follow the prescribed format and your state’s stamp requirements exactly.
8. Defective member approval — no special resolution or 75% consent, or MGT-14 not filed for the resolution. Document the approval trail completely.
9. Pending litigation or regulatory proceedings not disclosed. Disclose honestly — an undisclosed proceeding discovered later is far worse than a disclosed one.
10. Company not eligible at all — open charges, a restricted category, or a Section 249 bar. Check MCA master data and the charge index before spending on documentation.

STK-2 Eligibility: Who Can Apply?

A company can apply under Section 248(2) if it has failed to commence business within one year of incorporation, or has not carried on any business or operations for the two immediately preceding financial years and has not applied for dormant status. All liabilities must be extinguished before applying.

Voluntary strike-off is not available to listed companies, Section 8 companies, companies with charges pending satisfaction, vanishing companies, or companies under inspection, investigation or prosecution. Section 249 adds a cooling-off bar: no application can be made if, in the previous three months, the company changed its name, shifted its registered office to another state, disposed of property or rights, or engaged in any activity other than what was necessary for winding down.

Documents Required for STK-2

• STK-3 indemnity bond, notarised, from all directors
• STK-4 affidavit from each director
• STK-8 statement of accounts, CA-certified, not older than 30 days
• Certified copy of the special resolution, or consent of 75% of members by paid-up capital
• Board resolution authorising the application
• Bank account closure letters
• PAN of the company and identity proofs of directors
• Statement of pending litigation, if any
• NOC from the sectoral regulator (RBI, SEBI, IRDAI) where the company is regulated

How Long Does STK-2 Strike-Off Take?

How long does STK-2 strike-off take? Most complete applications processed through C-PACE reach dissolution in roughly three to six months from filing. The 30-day public objection period is fixed by law; the rest depends on C-PACE workload, resubmission queries and any objections raised by tax or other authorities. No fixed approval date can be guaranteed.

The delays that stretch timelines are usually self-inflicted: an STK-8 that expired before filing, an affidavit sent back for correction, or an income tax objection because returns were never filed. A clean, complete first submission is the single biggest factor in a fast closure.

What Should a Company Do Before 31 August 2026?

• Pull the company’s MCA master data and note every open form and year
• Identify pending ROC filings and get the audit for those years moving immediately
• Clear or settle all outstanding liabilities
• File the overdue compliances at the CCFS-2026 concessional additional fee
• Close the company’s bank accounts and collect closure letters
• Get STK-8 certified, and arrange STK-3 and STK-4 on correct stamp papers
• Obtain shareholder approval and file MGT-14 where a special resolution is passed
• File STK-2 within the window — the concessional fee applies to the filing date, not the preparation date

Frequently Asked Questions

What is STK-2 strike off?

STK-2 is the application form for voluntarily removing a company’s name from the Register of Companies under Section 248(2) of the Companies Act, 2013. It is filed with C-PACE along with the indemnity bond, director affidavits and a certified statement of accounts, and ends with the company’s dissolution.

What happens if I file STK-2 after 31 August 2026?

The company can still apply, but the CCFS-2026 concession lapses. The government fee reverts to ₹10,000 from ₹2,500, and any overdue annual filings required for eligibility attract full additional fees of ₹100 per day per form instead of the 10% concessional rate available within the scheme window.

How much does STK-2 cost?

The normal government fee is ₹10,000; under CCFS-2026 it is ₹2,500 for applications filed up to 31 August 2026. On top of that, budget for pending ROC filing fees, CA/CS professional charges, notarisation and stamp duty, which vary with the company’s backlog and state.

Can a company with pending ROC filings apply for STK-2?

Not directly. Overdue AOC-4 and MGT-7 / MGT-7A must be filed up to the end of the financial year in which the company ceased operations before STK-2 can be submitted. Completing them within the CCFS-2026 window costs only 10% of the usual additional fees, which is exactly why the deadline matters.

What documents are required for STK-2?

STK-3 indemnity bond from all directors, an STK-4 affidavit from each director, a CA-certified STK-8 statement of accounts not older than 30 days, the special resolution or 75% members’ consent, bank account closure proof, company PAN, and a statement of pending litigation where applicable.

Why does an STK-2 application get rejected?

Mostly for unfinished groundwork: pending ROC filings, unpaid liabilities, an outdated or incorrect STK-8, open bank accounts, defective STK-3 or STK-4 documents, missing member approval, undisclosed litigation, or the company falling in a restricted category. Almost all of these are avoidable with preparation before filing.

How long does company strike-off take?

Typically three to six months from filing to dissolution through C-PACE, including the mandatory 30-day public notice period. Resubmission queries, objections from creditors or tax authorities, and processing load can extend the timeline, so no fixed approval date should be assumed while planning.

Can a private limited company be closed through STK-2?

Yes. STK-2 is the most common closure route for an inactive private limited company with no assets or liabilities. Listed companies, Section 8 companies, companies with open charges and companies under investigation cannot use it, and Section 249’s three-month restrictions must also be clear.

What happens to company liabilities after strike-off?

Strike-off does not extinguish liability. Under Section 248(7), the liability of every director, officer and member continues even after dissolution and can be enforced as if the company had not been dissolved. That continuing exposure is precisely what the STK-3 indemnity bond commits directors to.

Can a struck-off company be restored?

Yes. Under Section 252 of the Companies Act, 2013, the NCLT can order restoration of a struck-off company’s name on an application by an aggrieved person within three years of the strike-off order, and on longer timelines in certain cases. Restoration revives the company’s compliance obligations along with it.

Making the Right Call Before 31 August 2026

The maths of closing a company changes on 1 September 2026: the STK-2 fee quadruples and the additional-fee meter on every pending form restarts at ₹100 per day. If pending filings are what is holding you back, clear the annual compliance for a private limited company first and then file — an incomplete filing record is the single biggest reason strike-off applications fail. Done in the right order, closure before the deadline is both cheaper and lower-risk than closure after it.

Not sure whether your company qualifies for STK-2 strike-off or what closure will cost in your case? ComplyV reviews your compliance status, prepares STK-3, STK-4 and STK-8, and files the application correctly the first time. Talk to a ComplyV expert today — while the CCFS-2026 concession still applies.