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Shareholder Consent Application for Striking Off Company
SHAREHOLDER CONSENT APPLICATION
For Striking Off of Company
Date: ________________
To,
The Board of Directors,
________________
CIN: ________________
Registered Office: ________________
Subject: Consent for Making Application for Strike Off of the Company
Dear Sir/Madam,
I, , Son/Daughter of ________________, holding () Equity Shares of Rs. ________________/‑ each, aggregating to Rs. ________________/‑ in ________________, hereby give my consent to make an application to the Registrar of Companies, ________________ under Section 248(2) of the Companies Act, 2013 for removal of the name of the Company from the Register of Companies.
I confirm that:
1. I am aware that upon striking off, the Company shall be dissolved and its name shall be removed from the Register of Companies.
2. I have no objection to the Company being struck off from the Register of Companies.
3. I understand that I shall not have any claim against the Company or its assets after the striking off.
4. This consent is given voluntarily and without any coercion.
Thanking you,
Signature: _________________________
Name:
Address:
PAN:
(Shareholder)
Shareholder Consent Application for Striking Off Company
Standard Template for Individual Shareholders to Provide Consent for Voluntary Strike Off under Section 248 of Companies Act, 2013
Introduction
A Shareholder Consent Application for Striking Off Company is a formal document through which individual shareholders provide their consent to the company's application for voluntary removal of its name from the Register of Companies maintained by the Registrar of Companies (ROC). Under Section 248 of the Companies Act, 2013, a company may apply for strike off if it has not commenced business within one year of incorporation, or has not been carrying on any business or operations for a period of two immediately preceding financial years.
The consent of all shareholders is a mandatory requirement for filing the strike off application (Form STK-2) with the ROC. Each shareholder must individually provide written consent confirming their agreement to the company's closure. This document records the shareholder's details including their name, father's/mother's name, residential address, and the number of shares held in the company. The consent letter is addressed to the Board of Directors and forms part of the documentation required for the strike off process under the Fast Track Exit (FTE) Scheme.
Benefits of Using a Standard Format
Utilising a professionally drafted shareholder consent format ensures that all statutory requirements under Section 248 of the Companies Act, 2013 are properly addressed. A ready-to-use template saves valuable time during the strike off process, reduces the risk of procedural errors, and provides a consistent framework for obtaining and documenting shareholder consent. Standardised formats facilitate smoother ROC filings and demonstrate proper compliance.
Relevance to Company Closure
Before initiating the strike off process, companies should ensure that all statutory registrations including GST Registration have been properly cancelled and final returns filed. Companies incorporated but never commenced business, or those that have become defunct, may apply under the Fast Track Exit Scheme. Following Company Registration, if the company did not commence operations or wishes to close, obtaining shareholder consent is the first step in the voluntary strike off process. The company must have no liabilities, no assets, and no pending legal proceedings.
Shareholder Consent Application – Sample Format
Date: ________________________
To,
The Board of Directors,
________________________ Private Limited / Limited
(Name of the Company)
CIN: ________________________
Registered Office: ________________________
Subject: Consent for Making Application for Strike Off of the Company
Dear Sir/Madam,
I, ________________________ (Name of the Shareholder), Son/Daughter of ________________________ (Father's/Mother's Name), holding ________________________ (Number of Shares in words and figures) Equity Shares of Rs. ________________________/- (Face Value) each, aggregating to Rs. ________________________/- (Total Value) in ________________________ (Name of the Company), hereby give my consent to make an application to the Registrar of Companies, ________________________ (Jurisdiction) under Section 248(2) of the Companies Act, 2013 for removal of the name of the Company from the Register of Companies.
I confirm that:
1. I am aware that upon striking off, the Company shall be dissolved and its name shall be removed from the Register of Companies.
2. I have no objection to the Company being struck off from the Register of Companies.
3. I understand that I shall not have any claim against the Company or its assets after the striking off.
4. This consent is given voluntarily and without any coercion.
Thanking you,
Signature: ________________________
Name: ________________________
Address: ________________________
________________________
PAN: ________________________
(Shareholder)
Witness (Optional):
Signature: ________________________
Name: ________________________
Address: ________________________
Frequently Asked Questions
1. What is the format of Application for obtaining the consent of the shareholders for striking off the company?
The format for shareholder consent for strike off includes: date of the application, name and address of the Board of Directors, company name and CIN, shareholder's full name, father's/mother's name, residential address, number and value of shares held, reference to Section 248(2) of the Companies Act, 2013, confirmation statements, and signature of the shareholder.
2. Should the Application for obtaining the consent of the shareholders for striking off the company be on company letterhead?
No, the shareholder consent application is not required to be on company letterhead. This is a personal consent letter from individual shareholders addressed to the Board of Directors. It should be on plain paper and signed by the respective shareholder. The shareholder provides this letter independently to express their consent for the strike off.
3. Does the Application for obtaining the consent of the shareholders for striking off the company need to be certified by a professional?
No, the shareholder consent application does not require certification by an external professional. The letter is simply signed by the shareholder themselves. However, the overall strike off application (Form STK-2) filed with the ROC may require certification by a practising Chartered Accountant, Company Secretary, or Cost Accountant as per form requirements.
4. Who can be considered as an authorized signatory for the Application for obtaining the consent of the shareholders for striking off the company?
Each shareholder must personally sign their own consent application. There is no concept of an authorised signatory for this document as it is an individual consent. If a shareholder is a body corporate, the authorised representative of that body corporate (as per board resolution) can sign. For joint shareholders, all joint holders should provide consent or the first-named holder with proper authorisation.