Closure of private limited company

Dear all,

One of my client want to close his private limited company. Its ROC Returns is pending for 2012-13. my query is related to fast track exit mode and are as under:-

1) whether i should file his roc for 2012-13 first before filing FTE.

2) In his balance sheet auditors fees are pending and it has no funds to pay. Means in his balance sheet provisions is there. Whether it will prevent the company to enter into FTE ( Since requirement of No asset & Liability is there under FTE. ) If it so then what should we do to resolve this.

Your suggessions are  appreciated.

Thanks & Regards

Ravi Sharma