Strike off

[Divya Sharma]

Hi all,

A company having turnover in 2024-25 and doesn't file return and now want to go for strike off is it possible to proceed 

[Vinod Kumar Agarwal]

No, return has to be filed upto the year in which last  turnover was recorded

On Mon, 20 Apr 2026 at 11:39, Divya Sharma <divyashar...@gmail.com> wrote:

Hi all,

A company having turnover in 2024-25 and doesn't file return and now want to go for strike off is it possible to proceed 

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[Divya Sharma]

after filing return for FY 2024-25 then we can go for strike off

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[Arun Kumar Maitra]

All arrear ITR,GST and ROC Returns are to be filed first.Otherwise it will be mere wastage of time,money and energy.ROC will not give the approval.

CA CS Arun Kumar Maitra 

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[Komal Parakh]

As per the Companies Act, 2013 company can file for strike off  if it is not carrying on any business or operation for a period of two immediately preceding financial years and has not made any application within such period for obtaining the status of a dormant company.

As per your mail company had turnover in FY 2024-25, so it will have to wait until 2 years after the company ceases to have any business.

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[Arun Kumar Maitra]

According to Section 248 of the Companies Act, 2013, a company can voluntarily apply to strike off its name if it has not carried on any business or operation for two consecutive financial years. Since the company had turnover in FY 2024-25, it must wait until the end of FY 2026-27 to file, provided it ceases all operations immediately. 

• Waiting Period: The clock for the "two immediately preceding financial years" starts only after the last transaction in FY 2024-25.
• Voluntary Strike-Off (Section 248(2)): Requires extinguishing all liabilities and obtaining consent from 75% of members.
• Requirements: Before applying, all overdue filings (AOC-4, MGT-7/7A) must be completed up to the year the company ceased business.
• Alternative: The company can opt for the status of a dormant company if it plans to revive later, or simply wait and maintain nil activity to meet the criteria.

• CA CS Arun Kumar Maitra

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[Rohit Raghav]

Dear sir, 

Kindly provide me checklist for fast track merger in details 

Thanks & Regards

ROHIT RAGHAV

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[Arun Kumar Maitra]

A fast-track merger (FTM) is a streamlined corporate restructuring process in India, governed by Section 233 of the Companies Act, 2013, which enables companies to merge without seeking approval from the National Company Law Tribunal (NCLT). 

This process is designed to save time and money for specific entities by involving only the Regional Director (RD), Registrar of Companies (RoC), and the Official Liquidator. 

Key Eligibility

According to the Companies (Compromises, Arrangements and Amalgamations) Rules, 2016 (as amended), fast-track mergers are allowed between: 

• Two or more Small Companies.
• A Holding Company and its Wholly-Owned Subsidiary (WOS).
• Two or more Start-up Companies.
• A Start-up Company and a Small Company.
• Unlisted Companies (that meet specific loan/deposit thresholds, generally up to ₹200 crore). 

Benefits of Fast-Track Mergers

• No Mandatory NCLT Approval: Eliminates the lengthy, costly NCLT court process, reducing the timeline to approximately 90–120 days.
• Lower Costs: Reduced legal and administrative fees compared to regular mergers.
• Simplified Procedure: Streamlined compliance, often used for internal restructuring. 

Key Steps and Procedure

1. Board Approval: Both companies (transferor and transferee) approve the merger scheme.
2. Declaration of Solvency: A declaration of solvency must be filed with the RoC.
3. Notice and Objections: The scheme is sent to the RoC and Official Liquidator, inviting objections within 30 days.
4. Shareholder/Creditor Approval: Approval from 90% of shareholders and 9/10th (90%) in value of creditors is required.
5. Filing with Authorities: The approved scheme is filed with the Regional Director and RoC.
6. Final Order: If no objections are raised, the Regional Director issues a confirmation order, formally registering the merger. 

Key Recent Changes (2025-2026)

• Wider Scope: The Companies Amendment Rules 2025, dated September 4, 2025, expanded the types of companies that can use this route.
• Definite Timeline: The 2025 amendment ensures that if the RD does not issue an order within 60 days, the scheme is deemed approved, aiming to prevent long delays.

 CACS Arun Kumar Maitra

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