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Closure Services
Closure Services provide businesses with a legally compliant method of ceasing operations, either through a strike-off or dissolution. Whether your business is an inactive company, LLP, or firm, RadicalCA ensures that all legal, regulatory, and financial obligations are met to smoothly close the entity without future liabilities.
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Legal and Compliance Considerations
- Filing Requirements: LLPs must notify the Registrar of Companies (ROC) within 30 days of any partner being added or removed by filing Forms 3 and Form 4.
- Amendment of LLP Agreement: The LLP Agreement must be updated to reflect any changes in the partnership structure, including the roles, responsibilities, and profit-sharing ratios of the partners.
- Minimum Partners: An LLP must have at least two partners. The removal of a partner should not cause the number of partners to fall below this legal requirement.
- Tax Implications: The addition or removal of partners may impact tax liability and profit-sharing, so it’s crucial to consider the financial implications.
How We Assist
At RadicalCA, we help ensure that adding or removing partners in your LLP is compliant with the LLP Act. Our services include:- Preparing and filing all necessary forms with the ROC.
- Drafting amendments to the LLP Agreement.
- Legal consultation on the rights and duties of new or outgoing partners.
- Ensuring timely submission of Forms 3 and 4 to the ROC.
Suggested Services
- Partner Role Transition: Facilitating the transfer of roles and responsibilities within the LLP.
- Financial and Tax Advice: Helping partners understand the tax implications of changes in the partnership.
Legal and Compliance Considerations
- Board Approval: The decision to strike off a company, LLP, or OPC must be approved by the board of directors or partners, and a special resolution must be passed.
- Eligibility: The entity must not have any active operations, ongoing legal disputes, or outstanding liabilities to apply for a strike-off.
- Filing with ROC: Submit **Form STK-2** to the Registrar of Companies (ROC) along with the necessary board resolutions and supporting documents.
- Public Notice: The ROC will issue a public notice to allow any stakeholders to raise objections before proceeding with the strike-off.
How We Assist
At RadicalCA, we ensure a smooth and compliant strike-off process for companies, LLPs, and OPCs:- Preparing and filing the necessary **Form STK-2** with the ROC.
- Assisting with board resolutions and obtaining shareholder or partner approvals.
- Ensuring the settlement of all pending dues, tax filings, and regulatory compliances before submitting the strike-off application.
- Coordinating with the ROC and handling any objections raised during the public notice period.
Suggested Services
- Post-Strike Off Compliance Review: Conducting a review to ensure all compliance obligations are met after the strike-off.
- Tax and Financial Clearance: Providing assistance in clearing any outstanding financial liabilities or tax dues before initiating the strike-off process.
Have questions? Ask us or find your answer here
Striking off a company applies to private limited companies, LLPs, or OPCs that are no longer operational and want to formally close their business through the Registrar of Companies (ROC). Dissolution, on the other hand, refers to the formal closure of a partnership firm, which requires mutual agreement among partners and the settlement of all liabilities.
A company or LLP is eligible for a strike-off if it has no liabilities, no ongoing operations, and no legal disputes. It must also not have filed any business activities for at least two financial years or obtained approval from shareholders or partners for closure.
To apply for a strike-off, the company or LLP must submit Form STK-2 to the ROC, along with board resolutions, shareholder or partner consent, and a statement of accounts showing no liabilities. Additional documents such as affidavits and indemnity bonds may also be required.
The strike-off process typically takes around 3-6 months, depending on the completion of the required filings, ROC review times, and any objections raised during the public notice period.
No, the dissolution of a partnership firm generally requires the mutual consent of all partners. A dissolution deed must be executed to outline the terms of closure. However, under special circumstances, dissolution may be forced due to legal proceedings, insolvency, or other reasons.
Yes, all outstanding liabilities, including debts, taxes, and other financial obligations, must be settled before the firm can be dissolved. The final balance sheet must reflect zero liabilities, and partners are responsible for distributing remaining assets as per the dissolution deed.
After the company, LLP, or firm is officially closed, all business licenses and registrations must be surrendered or canceled. This includes GST registration, PAN/TAN, and other regulatory approvals. Failing to do so could result in future liabilities or penalties.
Yes, in certain cases, a dissolved firm or struck-off company can be reinstated. This typically happens when there is a legal requirement to revive the entity, such as unsettled liabilities or legal disputes. Reinstatement requires court approval and compliance with legal procedures, including filing Form STK-7.