Strike Off explained: this guide covers what it means, who it applies to, the step-by-step process, documents required, fees, due dates and penalties in India — so you can stay compliant with confidence and avoid costly mistakes.
Rule 3 lets the Registrar of Companies remove a company's name from the register on his own motion under section 248(1), but only after a notice in Form STK-1 to all the directors and thirty days for representations, and never for ten listed classes of company. This article also covers rules 1 and 2, the short title and definitions. It reads the rules as amended up to G.S.R. 940(E) dated 31 December 2025 per the MCA e-book; later amendments should be checked. The STK-1 form was substituted by G.S.R. 436(E) of 10 June 2022 (the form only).
The Registrar may remove the name of a company from the register under section 248(1) after sending a notice in Form STK-1 to all directors by registered post with acknowledgement due or speed post. The notice states the reasons and seeks representations within thirty days from the date of the notice. Ten classes of company cannot be removed under rule 3 or rule 4, including listed companies, vanishing companies, companies with pending prosecutions, public deposits outstanding or charges pending, and section 8 companies.
Rules 1 and 2: title, commencement and definitions
The rules were made by G.S.R. 1174(E) dated 26 December 2016, in exercise of powers under section 248(1), (2) and (4) read with section 469 of the Act, and in supersession of the Companies (Central Government) General Rules and Forms, 1956 except for things done or omitted before that supersession. Rule 1(2) says they came into force on the date of publication in the Official Gazette.
Rule 2 defines "Act" as the Companies Act, 2013, and "Form" or "e-Form" as a non-electronic or electronic form annexed to the rules. Words not defined take their meaning from the Act or the Companies (Specification of Definitions Details) Rules, 2014.
Rule 3(1): the Registrar's power
The Registrar of Companies may remove the name of a company from the register of companies in terms of section 248(1) of the Act. The proviso then lists the categories of company that shall not be removed under this rule and rule 4. That means the list also bars a company's own application under section 248(2), which is explained in the next article.
| Clause | Class of company excluded |
|---|---|
| (i) | Listed companies |
| (ii) | Companies delisted because of non-compliance with listing regulations, a listing agreement or any other statutory law |
| (iii) | Vanishing companies |
| (iv) | Companies where inspection or investigation is ordered and being carried out, or action on the order is yet to start, or was completed but prosecutions arising from it are pending in Court |
| (v) | Companies where notices under section 234 of the Companies Act, 1956 or section 206 or 207 of the Act have been issued and the reply is pending, or the report under section 208 has not been submitted, or follow-up of instructions on that report is pending, or any prosecution arising from the inquiry or scrutiny is pending in Court |
| (vi) | Companies against which a prosecution for an offence is pending in any court |
| (vii) | Companies whose application for compounding is pending before the competent authority |
| (viii) | Companies that have accepted public deposits which are outstanding, or the company is in default in repaying them |
| (ix) | Companies having charges pending for satisfaction |
| (x) | Companies registered under section 25 of the Companies Act, 1956 or section 8 of the Act |
Clauses (v) and (x) quote the Companies Act, 1956 as printed. That Act has been replaced, so check how the cross-reference applies to a company registered under the earlier law before relying on it.
What "vanishing company" means
The Explanation to clause (iii) says a vanishing company is a company registered under the Act, the previous company law or any other law for the time being in force and listed with a stock exchange, which has:
- failed to file its returns with the Registrar and the stock exchange for a consecutive period of two years;
- is not maintaining its registered office at the address notified with the Registrar or the stock exchange; and
- none of its directors are traceable.
All three conditions are joined by "and" in the rule.
If your company is on the Registrar's list and the position is unclear, our revival of struck-off company team can assess what can be done once a name has been removed. The Act's side is covered in our note on section 248: striking off of the name of a company, and revival after striking off is covered in section 252: revival of a company.
Rule 3(2) and (3): the STK-1 notice
- Notice (3(2)). For the purpose of rule 3(1), the Registrar gives a notice in writing in Form STK-1, sent to all the directors of the company at the addresses available on record, by registered post with acknowledgement due or by speed post.
- Contents and response (3(3)). The notice contains the reasons on which the name is proposed to be removed and seeks representations, if any, from the company and its directors against the proposed action, with copies of relevant documents, within thirty days from the date of the notice.
Note that the thirty days run from the date of the notice, not from the date it is received. Rule 3 does not say what the Registrar does after the thirty days; the next steps (publication and the notice under section 248(5)) are in the later rules, explained in rules 5 to 10. Physical verification of a registered office is covered in the sister series note on physical verification of the registered office.
The path in short
| Step | Rule | Detail as printed |
|---|---|---|
| Check the excluded classes | 3(1) proviso | Ten classes cannot be removed |
| Notice in STK-1 | 3(2) | To all directors, registered post with acknowledgement due or speed post |
| Representations | 3(3) | Within thirty days from the date of the notice |
| Publication and further notices | 7, 9 | See the next articles |
Example
Harbour Logistics Private Limited has stopped filing returns. The Registrar sends STK-1 by speed post to each of its three directors at their addresses on record, stating the reasons. Two directors reply within thirty days enclosing proof of a pending compounding application. Since a company with a compounding application pending before the competent authority is in class (vii), it cannot be removed under rule 3. By contrast, Mistry Brothers Limited is a listed company and falls in class (i) from the start.
Need help after a strike-off notice?
A notice in STK-1 needs a reply within the printed period and supporting papers for any excluded class that applies. If a name has already been removed and you want it restored, you can discuss it through our revival of struck-off company page.
Key takeaways
- Rule 3 is the Registrar's own-motion route under section 248(1); the voluntary route is rule 4.
- Ten classes of company cannot be removed under either rule.
- A "vanishing company" must be listed, have failed to file for two consecutive years, have no registered office at the notified address and have no traceable directors.
- STK-1 goes to all directors at their addresses on record by registered post with acknowledgement due or speed post.
- Representations are due within thirty days from the date of the notice.
Read next
- Rule 4: the STK-2 application to C-PACE
- Rules 5–10: publication, STK-5, STK-6 and the STK-7 dissolution notice
- Section 248: striking off
- Section 252: revival of a company
Disclaimer: Based on the Companies Act, 2013 rules named above as consolidated in the MCA e-book (consulted on 3 October 2026), with the later notifications the article names. Later amendments, fees, forms and the Companies Act, 2013 provisions referred to should be checked. This article is general information, not legal advice; check the official text before acting.