C-PACE (Centre for Processing Accelerated Corporate Exit) is the MCA office in Manesar that processes voluntary company strike-off applications for the whole of India. An eligible company files Form STK-2 with a government fee of ₹10,000, after clearing its liabilities, filing overdue returns and obtaining shareholder approval of 75% of the paid-up capital. Filing the form does not dissolve the company. That happens only when the Registrar publishes the strike-off notice.
Closing an inactive company requires more than stopping business operations. Until the company is legally dissolved, its directors must assess continuing filing obligations, outstanding liabilities and regulatory requirements.
The Centre for Processing Accelerated Corporate Exit (C-PACE) provides a centralised mechanism for processing voluntary company strike-off applications in India. It helps eligible companies apply for removal of their names from the register through Form STK-2.
However, accelerated processing does not mean automatic approval. Understanding eligibility, documentation and the legal consequences of strike-off is essential before starting the company closure process.
Quick Summary
C-PACE (Centre for Processing Accelerated Corporate Exit) is an MCA initiative that streamlines the voluntary closure of eligible companies in India. It provides a centralised process for processing company strike-off applications, helping businesses complete closure formalities more efficiently when they meet the applicable legal requirements.
- Centralised processing: C-PACE handles eligible company strike-off applications through a centralised MCA process.
- Voluntary company closure: Eligible companies can apply to have their names removed from the Register of Companies by following the prescribed procedure.
- Complete pending compliance: Review applicable ROC filings, financial statements, annual returns and other outstanding obligations before applying.
- Prepare required documents: Ensure the strike-off application, financial information, declarations and supporting documents meet current MCA requirements.
- Settle liabilities: Address outstanding liabilities and ensure the company meets the applicable conditions for closure.
- Obtain closure confirmation: The company is formally struck off only after the Registrar processes the application and issues the relevant notice or order.
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What Is C-PACE?
C-PACE is a centralised office established by the Ministry of Corporate Affairs (MCA) to process voluntary company strike-off applications.
The strike-off rules were amended in April 2023 to set up C-PACE, and tightened again by the Second Amendment Rules on 10 May 2023. Its purpose is to streamline the processing, reduce the administrative burden on the registry and improve ease of exit for the eligible companies.
For business owners, this means that voluntary closure applications follow a centralised processing route rather than being handled entirely through separate jurisdictional Registrar of Companies offices.
C-PACE does not create a separate exemption from company law. Applications remain subject to the Companies Act, 2013 and the applicable removal-of-names rules.
How Does C-PACE Help Companies Close in India?
C-PACE provides a dedicated administrative mechanism for examining applications submitted by companies seeking voluntary strike-off.
Its main benefits include: –
- Centralised processing: A common processing authority for eligible applications across India.
- Online filing: Submission through the MCA portal using Form STK-2.
- Focused scrutiny: A dedicated office examines the company exit applications.
- Structured processing: Applications proceed through scrutiny, public notice and final disposal.
- Formal closure: Eligible companies can obtain legal dissolution instead of remaining indefinitely inactive.
The government has confirmed C-PACE’s nationwide jurisdiction for voluntary company strike-off. Nevertheless, approval depends on the company’s circumstances and compliance position.
Which Companies Can Apply for C-PACE Strike-Off?
A company can apply when it satisfies an applicable ground under Section 248(1), extinguishes its liabilities and obtains the required shareholder approval.
Two common grounds are:
| Ground | What it means |
| Failure to commence business | The company has failed to commence business within one year of incorporation |
| Prolonged inactivity | The company has not carried on business or operations during the two immediately preceding financial years and has not applied for dormant status during that period |
The company must also pass a special resolution or obtain consent from members representing 75% of its paid-up share capital. Companies regulated under a special Act must obtain the relevant regulatory approval.
A private limited company or One Person Company should therefore assess its actual eligibility rather than assume that every inactive company qualifies immediately.
Example: A company incorporated for a proposed venture that never commenced may examine and verify the one-year ground. A company that previously traded must assess its cessation date and the relevant inactivity requirement.
Before applying, consider a professional eligibility review to identify issues that could delay closure.
Which Companies Cannot Use the Strike-Off Route?
The removal-of-names rules exclude several categories, including:
- Listed companies.
- Companies delisted because of specified non-compliance.
- Vanishing companies.
- Section 8 companies.
- Companies with outstanding public deposits or repayment defaults.
- Companies with charges pending satisfaction.
- Companies facing specified inspection, investigation, inquiry or prosecution situations.
- Companies with pending applications for compounding offences.
These exclusions require careful examination of MCA records and the company’s legal history.
An ordinary commercial dispute should also be reviewed and disclosed appropriately. It should not be concealed or automatically treated as identical to every statutory prosecution restriction.
If strike-off is unavailable, the company may need to resolve the blocking issue or assess another legally suitable closure route.
What Are the Three-Month Restrictions Before Filing STK-2?
Section 249 restricts applications where certain events occurred during the previous three months.
Relevant situations include:
- Changing the company’s name.
- Shifting its registered office from one State to another.
- Making a disposal of property or rights falling within Section 249(1)(b).
- Carrying out activities beyond those permitted for deciding on closure, concluding affairs or complying with statutory requirements.
- Having an unresolved application for a Tribunal-sanctioned compromise or arrangement.
- Being subject to the applicable winding-up restriction.
The property-disposal provision needs particular care. It should not be simplified into a blanket statement that every asset sale has the same legal consequence. The transaction and statutory wording must be examined.
Preparing a dated record of recent corporate changes and transactions can help establish whether the proposed filing date is appropriate.
Must Pending Annual Filings Be Completed Before Company Closure?
Yes. The strike-off rules impose specific requirements for overdue financial statements and annual returns.
The company must file overdue financial statements in Form AOC-4 and overdue annual returns in Form MGT-7 up to the end of the financial year in which it ceased business operations.
Additional rules apply where the Registrar has already initiated strike-off action: –
| Company’s position | Filing requirement |
| Company seeks voluntary strike-off | Complete the overdue filings required through the financial year of cessation |
| Registrar has initiated action under Section 248(1) | Complete all pending financial statements and annual returns before applying |
| Registrar has issued the notice for publication of strike-off | An STK-2 application is no longer permitted |
STK-7, the notice of striking off and dissolution, comes at the end of the process, not before it. These conditions were clarified through the 2023 Second Amendment Rules.
For example, if operations ceased during FY 2023–24, review and examine the overdue filings through that financial year. Other annual compliance obligations of a private limited company should be assessed separately rather than assuming that all compliance ends on cessation.
What Documents Are Required for C-PACE Company Closure?
The principal documents and supporting records include:
| Document or record | Purpose |
| Form STK-3 | Notarised indemnity bond from every director |
| Form STK-4 | Affidavit from every director |
| Form STK-8 | Statement of accounts certified by a Chartered Accountant |
| Board resolution | Authorises the application and signing director |
| Shareholder approval records | Establish the required special resolution or consent |
| Litigation statement | Discloses pending litigation involving the company |
| Regulatory approval or NOC | Required where applicable |
The statement of accounts must be made up to a date not more than 30 days before the application date. Directors’ identity and address evidence should also be prepared for the prescribed declarations.
Use the current MCA form and instruction kit when assembling attachments. Retain shareholder approval records even where the current webform captures approval particulars electronically.
What Is the Process to Close a Company Through C-PACE?
1. Review Eligibility and MCA Records
Check and verify the company’s incorporation date, operational history, filing status, registered charges and various regulatory proceedings.
Identify the statutory ground supporting the application before preparing declarations.
2. Settle Liabilities and Conclude Financial Affairs
Reconcile loans, supplier balances, employee dues, taxes and various other obligations. Review receivables, deposits and remaining assets.
Arrange bank account closure consistent with the prescribed directors’ declarations, retaining evidence of settlement and closure.
3. Complete Required Filings and Approvals
Address the overdue filings and obtain the Board and various shareholder approvals. File the special resolution in Form MGT-14 where it is applicable.
Obtain the sectoral regulatory approval if required.
4. Prepare and Verify Documents
Arrange or organise the indemnity bonds, affidavits, litigation disclosures and the statement of accounts.
Check that names, dates, balances, and the cessation details agree across all documents.
5. Submit Form STK-2
Complete the current MCA webform, attach the required documents and arrange signing with a valid Digital Signature Certificate (DSC), along with professional certification.
The MCA instruction kit identifies STK-2 as the application used for company closure through C-PACE.
6. Respond to Scrutiny
Monitor or supervise the application and answer clarification or resubmission requests within the specified period.
A filing acknowledgement confirms the submission; it does not establish the dissolution.
7. Complete the Public Notice Stage
Publish the proposed removal through the prescribed notice process. Public notices invite objections within 30 days of publication.
8. Verify Final Dissolution
After the applicable process, the Registrar may strike off the company and publish the dissolution notice in Form STK-7.
Retain the final notice and verify the updated MCA status. Official Gazette notices record both striking-off and dissolution.
Professional assistance can help organise the closure documents and respond to application queries.
Why Voluntary Strike-Off Is Safer Than Waiting for the ROC
If a company stays non-compliant, the Registrar can strike it off on its own under Section 248(1). Directors of a company that has not filed financial statements for three continuous years may face disqualification under Section 164(2). A voluntary application lets you choose the timing and show clean records.
Strike-off does not erase liability. Under Section 248(7), the liability of every director, manager or other officer who exercised management powers, and of every member, continues and can be enforced as if the company had not been dissolved.
For a fuller comparison, read our guide on the difference between strike-off and winding up.
C-PACE Strike-Off vs Winding Up vs Dormant Status
| Option | Best for | Permanent? | Key point |
| Strike-off (Form STK-2) | Inactive companies with no liabilities | Yes | ₹10,000 government fee; commonly 3 to 6 months |
| Winding up (NCLT or IBC) | Companies with debts or disputes | Yes | Court-supervised and longer; needs a liquidator |
| Dormant status (Form MSC-1) | Companies that may restart | No | Stays on the register with lighter compliance |
A company that may restart business can consider dormant company status instead of closure.
How Much Does C-PACE Company Closure Cost?
The standard government filing fee for Form STK-2 is ₹10,000. This is separate from professional and preparatory expenses.
The total cost may also include:
- Accounting reconciliation and certification.
- Pending filing fees and applicable additional fees.
- Stamp paper, notarisation and document execution.
- Professional assistance.
- Settlement of outstanding obligations.
The government fee for Form STK-2 is ₹10,000. Under the Companies Compliance Facilitation Scheme, 2026 (CCFS-2026), companies could file STK-2 at 25% of this fee. The latest notified last date was 15 September 2026, so check MCA for any later circular before relying on a concession.
How Long Does Company Closure Through C-PACE Take?
Strike-off through C-PACE commonly takes about three to six months from filing, but there is no guaranteed completion period.
The overall timeline depends on document preparation, pending compliance, scrutiny, objections and final processing.
| Stage | Main factor affecting time |
| Preparation | Quality of accounts and availability of records |
| Compliance correction | Number and nature of pending matters |
| Application scrutiny | Completeness and consistency of disclosures |
| Public notice | Prescribed objection period |
| Final disposal | Resolution of queries and objections |
Avoid treating “accelerated closure” as a promise of dissolution within a fixed number of days. Preparation can take substantial time, even before the filing.
What to Close Before and After Strike-Off
Check which of these apply to your company and close them in order:
- Bank accounts, with closure letters kept on file.
- GST registration (cancellation and the final return).
- TDS and income tax final returns.
- PF and ESI registrations.
- Shop, trade or other licences.
Keep copies of every closure acknowledgement. Directors remain answerable for past dues even after dissolution.
Conclusion
C-PACE offers the eligible companies a centralised route to formal closure in India. Successful preparation starts with confirming the legal ground, settling liabilities, completing required filings and securing proper approvals.
Clear records and consistent declarations help to reduce various avoidable queries. Directors should also retain evidence of final dissolution and address related registrations separately. A planned exit can prevent an inactive company from becoming a continuing administrative burden.
If your company is no longer operating, seek professional guidance on company strike-off to assess whether C-PACE is the right next step.
Need Help With C-PACE Company Closure in India?
Get professional assistance with company strike-off, C-PACE eligibility checks, Form STK-2 filing, document preparation and MCA compliance to close your company smoothly.
Frequently Asked Questions
1. Can a newly incorporated company apply through C-PACE?
Eligibility depends on the statutory ground. Failure to commence business within one year is a common ground. A newly incorporated company should not assume immediate eligibility simply because its promoters changed their plans.
2. Can a company apply while loans remain unpaid?
The voluntary strike-off route requires extinguishing liabilities. Outstanding loans, including genuine director loans, must be properly addressed before making the application.
3. Is shareholder approval compulsory?
Yes. Section 248(2) requires a special resolution or consent from the members representing 75% of the paid-up share capital. Board approval alone does not replace this requirement.
4. Does submitting STK-2 close the company immediately?
No. The application undergoes scrutiny and the prescribed notice process. Dissolution follows the final statutory action, not the submission acknowledgement.
5. Can a struck-off company be restored?
Yes, restoration before the National Company Law Tribunal may be sought under Section 252, subject to the applicable grounds, applicant category and statutory time limit. A company, member, creditor or workman may apply within twenty years of the Gazette notice of strike-off. Any other aggrieved person must apply within three years of the Registrar’s order. Restoration is not automatic. If your company has already been struck off, our team can help you revive a struck-off company.
6. What is the government fee for Form STK-2?
₹10,000. A 25% concession is applied under CCFS-2026 until the scheme’s last notified date.
7. Where do I file the strike-off application?
With C-PACE, through the MCA portal. It is no longer filed with your local ROC.
8. Can I file STK-2 after the Registrar has issued a strike-off notice?
No. Once the Registrar has issued the notice for publication, the company cannot apply on its own.
9. How long does C-PACE take to strike off a company?
It commonly takes three to six months, depending on scrutiny, the public notice period and any objections.
