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Fast Track Exit

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FAST TRACK EXIT MODE FOR DEFUNCT COMPANIES UNDER SECTION 56-0 OF THE COMPANIES ACT, 1956 – GENERAL CIRCULAR NO. 36/ 011
Defunct company can get its name struck off from the register of companies under a fast track exit scheme notified on June 7, 2011 applicable from July 3, 2011. company !ill be called as "defunct company", !hich has nil asset and liability and has not commenced any business acti#ity or operation since incorporation$ or is not carrying o#er any business acti#ity or operation for last one year before making application under the said %cheme &hereinafter referred to as '()%*. %uch defunct company shall make an application in the 'orm '(), duly certified by a +hartered ccountant in !hole time practice or +ompany %ecretary in !hole time practice or +ost ccountant in !hole time practice$ and annexed electronically on the ,inistry of +orporate ffairs portal namely !!!.mca.go#.in accompanied by filing fee of -s. .,000/0$ 1esides the said 'orm shall be accompanied by2 3 (he 'orm '() shall be accompanied by an affida#it annexed at nnexure , !hich should be s!orn by each of the existing director&s* of the company before a 'irst +lass Judicial ,agistrate or )xecuti#e ,agistrate or 4ath +ommissioner or 5otary, to the effect that the company has not carried on any business since incorporation or that the company did some business for a period up to a date &!hich should be specified* and then discontinued its operations, as the case may be$ 3 'orm '() shall further be accompanied by an 6ndemnity 1ond, duly notari7ed, as annexed at nnexure 1, to be gi#en by e#ery director indi#idually or collecti#ely, to the effect that any losses, claim and liabilities on the company, !ill be met in full by e#ery director indi#idually or collecti#ely, e#en after the name of the company is struck off the register of +ompanies$ 3 (he +ompany shall also file a %tatement of ccount annexed as nnexure +, prepared as on date not prior to more than one month preceding the date of filing of application in 'orm '(), duly certified by a statutory auditor or +hartered ccountant in !hole time practice, as the case may be. 6n case of foreign nationals and 5-6s, 6ndemnity 1ond and respecti#e country8s la!. ffida#it may be notari7ed as per their

6n case, the application in 'orm '(), is not being digitally signed by any of the director or ,anager or %ecretary, a physical copy of the 'orm duly filled in, shall be signed manually by a director authorised by the 1oard of Directors of the company and shall be attached !ith the application 'orm at the time of its filing electronically$ 6n case, the applicant name is not a#ailable in the database of directors maintained by the ,inistry, the application shall be accompanied by certificate from a +hartered ccountant in !hole time practice or

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Fast Track Exit

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+ompany %ecretary in !hole time practice or +ost ccountant in !hole time practice along !ith their membership number, certifying that the applicants are present directors of the company. 6n such cases, the applicants shall not be asked to file 'orm 32 and 'orm D65 3. (he company shall disclose pending litigations if any, in#ol#ing the company !hile applying under '()$ 6f there are any pending prosecutions for non0filing of nnual -eturns under section 1.9 and 1alance %heet under section 220 of the +ompanies ct, 19.:, only, such application may be accepted pro#ided the applicants ha#e already filed the compounding application. ;o!e#er, steps for final strike of the name of the company !ill be taken only after disposal of compounding application by the competent authority. 6n the case of 100< =o#ernment companies, !here no 1oard exixts, an officer not belo! the rank of Deputy %ecretary of the concerned administrati#e ,inistry shall make the said application in 'orm '() and in nnexure , 1 and + in place of name and other details of the directors. (he -egistrar of +ompanies, shall examine the applications so recei#ed and if found in order, shall gi#e a notice to the company under section .:0&3* of the +ompanies ct, 19.: by email on its e0mail address intimated in the 'orm, gi#ing thirty days time, stating that unless cause is sho!n to the contrary, its name be struck off from the -egister and the company !ill be dissol#ed$ (he -egistrar of +ompanies shall put the name of applicant&s* and date of making the application&s* under fast track exit mode, on daily basis, on the ,+ portal !!!.mca.go#.in, gi#ing thirty days time for raising ob>ection, if any, by the stakeholders to the concerned -egistrar$ 6n case of company&s* like 5on01anking 'inancial +ompany&s*, +ollecti#e 6n#estment ,anagement +ompany&s* !hich are regulated by other -egulator&s* such as -16, %)16, the -egistrar of +ompanies, at the end of e#ery !eek, shall send intimation to the concerned -egulator&s* and to the 6ncome (ax Department, gi#ing thirty days time for their ob>ection, if any$ (he scheme is not applicable to the follo!ing companies namely23 i. listed companies$ ii. companies !hich are de0listed under ?isting greement or any other statutory la!s$ ct, 19.:$

iii. companies registered under section 2. of the +ompanies i#. #anishing companies$

#. companies !here inspection or in#estigation is ordered and being carried out or yet to be taken up or !here completed prosecutions arising out of such inspection or in#estigation are pending in the court$ #i. companies !here order under section 23@ of the +ompanies ct, 19.: has been issued by the -egistrar and reply thereto is pending or !here prosecution if any, is pending in the court$ #ii. companies against !hich prosecution for non0compoundable offence is pending$ #iii. companies !hich ha#e accepted public deposits !hich are either outstanding or !hich is in default in repayment of the same$ ix. company ha#ing secured loan$ x. company ha#ing management dispute$ xi. company in respect of !hich filing of documents ha#e been stayed by any competent authority$ xii. company ha#ing dues to!ards income tax or sales tax or central excise or banks and financial institutions or any other +entral =o#ernment or %tate =o#ernment Departments or authorities or any local authorities. F!" #$"%&'" ('%)*+,, "'#'" %! %&' G'-'")+ C*".$+)" N!. 36/ 011, F. N!. G!2'"-3'-% !# I-(*), M*-*,%"1 !# C!"4!")%' A##)*", ()%'( 5%& 6$-', 011. /3/ 011-CL/ *,,$'( 01

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Fast Track Exit

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