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Indemnity Bond by Director (Form STK-3)

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FORM NO. STK-3

INDEMNITY BOND

To,
The Registrar of Companies,
________________

I, ________________, Son/Daughter/Wife of ________________, being a Director of M/s. ________________, having CIN: ________________

I hereby undertake to indemnify all claimants for all lawful claims against the Company arising after the striking off of the name of the Company.

Signature

Professional Format Guide

Indemnity Bond by Director (Form STK-3)

Company Strike-Off Documentation for Indian Companies

Introduction

An Indemnity Bond by Director (Form STK-3) is a statutory document required during the strike-off or removal of a company's name from the Register of Companies. Under the Companies (Removal of Names of Companies from the Register of Companies) Rules, 2016, when directors apply for voluntary strike-off of a defunct company under Section 248 of the Companies Act, 2013, they must execute an indemnity bond undertaking to compensate any person who may suffer loss or damage due to the striking off of the company.

This bond serves as a legal guarantee wherein the director acknowledges personal responsibility for any lawful claims, liabilities, or losses that may arise against the company after its name has been struck off. The indemnity bond protects creditors, stakeholders, and any other persons who may have legitimate claims against the company. Form STK-3 must be executed on appropriate stamp paper and witnessed by two persons. This document is submitted along with Form STK-2 (Application for Removal of Name of Company) to the Registrar of Companies.

Benefits of Using a Standard Format

Utilising a professionally drafted indemnity bond format ensures that all statutory requirements under the Companies (Removal of Names of Companies from the Register of Companies) Rules, 2016 are properly addressed. A ready-to-use template saves valuable time during the company closure process, reduces the risk of procedural errors, and provides a consistent framework for documenting the director's indemnification undertaking.

Standardised formats facilitate smoother ROC filings.

Relevance to Company Closure

The indemnity bond is an essential component of the company strike-off procedure. After Company Registration, if a company becomes defunct or has remained inoperative since incorporation, the directors may apply for voluntary removal of the company's name from the register.

Prior to filing, companies must ensure that all statutory obligations including final GST Registration cancellation, income tax filings, and closure of bank accounts have been completed. The indemnity bond ensures that directors remain accountable for any undisclosed liabilities even after the company ceases to exist.

Indemnity Bond by Director (Form STK-3) – Sample Format

FORM NO. STK-3

INDEMNITY BOND

[Pursuant to clause (i) of sub-rule (3) of Rule 4 of the Companies (Removal of Names of Companies from the Register of Companies) Rules, 2016]

To,

The Registrar of Companies,
__________________________________________ (Name of ROC Office)

1. Declaration:

I, __________________________________________ (Full Name of Director), Son/Daughter/Wife of __________________________________________, being a Director of M/s. __________________________________________ (Name of Company), incorporated on __________________________________________ (Date of Incorporation) under the Companies Act, 2013 having CIN: __________________________________________ and having its registered office at __________________________________________, do hereby solemnly declare that:

(a) I am a Director of the above-named Company holding DIN: __________________________;

(b) I have made an affidavit confirming that the Company has no assets or liabilities as on the date of this application;

(c) The Company has been inoperative since its incorporation / has not carried on business for a period of two immediately preceding financial years and has not made any application for obtaining dormant status under Section 455 of the Companies Act, 2013. Accordingly, the Company is defunct and I request the Registrar of Companies to strike off the name of the Company from the Register of Companies under Section 248 of the Companies Act, 2013.

2. Indemnity Undertaking:

I do hereby undertake and covenant to indemnify and keep indemnified:

(a) All claimants for all lawful claims against the Company arising in future after the striking off of the name of the Company from the Register of Companies;

(b) Any person for any losses that may arise pursuant to the striking off of the name of the Company;

(c) All claimants for all lawful claims and liabilities which have not come to my notice up to this stage, and if any such claim arises or is observed even after the name of the Company has been struck off in terms of Section 248 of the Companies Act, 2013.

Signature: __________________________

Name: __________________________

Designation: Director

DIN: __________________________

Address: __________________________

Date: __________________________

WITNESSES:

Witness 1:
Signature: __________________________
Name: __________________________
Father's Name: __________________________
Address: __________________________
City: __________________________
Occupation: __________________________

Witness 2:
Signature: __________________________
Name: __________________________
Father's Name: __________________________
Address: __________________________
City: __________________________
Occupation: __________________________

Frequently Asked Questions

1. What is indemnity bond STK-3 at the time of company strike-off?

The Indemnity Bond in Form STK-3 is a legal undertaking executed by directors at the time of voluntary strike-off of a company under Section 248 of the Companies Act, 2013. By signing this bond, directors acknowledge personal responsibility to compensate any person who may incur loss or suffer damage due to the striking off of the company's name from the register. It protects creditors and stakeholders against undisclosed liabilities.

2. How to write an indemnity bond STK-3?

To prepare Form STK-3, include the following details: name of the Registrar of Companies, full name and DIN of the director executing the bond, name and CIN of the company, date of incorporation, registered office address, declaration confirming nil assets and liabilities, confirmation that the company is defunct or inoperative, indemnity undertaking clauses, director's signature with date, and signatures of two witnesses with their complete particulars.

3. What is the value of STK-3 stamp paper?

The stamp duty for indemnity bonds varies from state to state as stamp duty is a state subject in India. The stamp paper value for Form STK-3 typically ranges from Rs. 100 to Rs. 500 depending on the state where it is executed. It is advisable to verify the applicable stamp duty with the local Sub-Registrar's office or a legal professional in your jurisdiction before execution.

4. Who needs to submit the Indemnity Bond in Form STK-3?

All directors of the company applying for voluntary strike-off must submit the Indemnity Bond in Form STK-3. Each director is required to execute a separate indemnity bond or a joint bond may be executed by all directors together. The bond must be duly signed by the directors and witnessed by two independent persons. Form STK-3 is submitted along with Form STK-2 and other required documents to the Registrar of Companies.

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