A dormant company is a special status for businesses that are not actively trading, often formed to hold assets or intellectual property for future use. To qualify, a company must have no significant accounting transactions for two financial years and has not filed financial statements or annual returns. The process involves obtaining an auditor's statement of affairs, passing a special resolution, and filing specific forms with the Registrar of Companies.
Section 455 of the Companies Act 2013 read with Companies (Miscellaneous) Rules, 2014 stipulate the provisions pertaining to Dormant Company. Where a company is formed and registered under this Act for a future projector to hold an asset or intellectual property and has no significant accounting tra
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FAQ :
A dormant company is a company registered under the Companies Act for a future project, to hold an asset or intellectual property, and has no significant accounting transactions.
A significant accounting transaction excludes payments for registrar fees, fulfilling legal requirements, share allotments, and office maintenance. All other transactions are considered significant.
A company can apply for dormant status voluntarily by filing Form MSC-1 with the Registrar of Companies, or the Registrar can declare a company dormant if it hasn't filed financial statements or annual returns for two consecutive years.
Dormant companies have fewer statutory compliances, lower costs, are not required to include a cash flow statement, and the rotation of auditors rule doesn't apply. It's beneficial for holding assets or intellectual property for future use.
A company can enjoy dormant status for a period of 5 consecutive years. After this period, the Registrar may initiate the process of striking off the company's name if it remains dormant.