Dormant Status Filling
- Art Teacher
- London, UK
- 5-7 Hrs
Dormant Company Status under the Companies Act, 2013 is a smart compliance option for businesses that are not currently operational but wish to retain their legal identity. By filing for dormant status, companies can pause active business operations while reducing compliance costs and avoiding penalties for non-filing. This status is particularly beneficial for startups awaiting funding, businesses holding intellectual property, or companies temporarily inactive due to market conditions. It ensures the company remains legally recognized, safeguarded, and ready to restart operations when the time is right.
- Board Resolution approving application for dormant status
- Shareholders’ approval (Special Resolution)
- Latest statement of affairs certified by a Chartered Accountant
- No objection certificate from secured creditors (if any)
- Consent of directors (Form DIR-8 & Declaration of non-disqualification)
- Certificate from statutory auditor regarding no significant transaction
- Proof of payment of annual compliance up to the application date
- Hold a Board Meeting to approve the proposal for dormant status.
- Conduct a General Meeting to pass a Special Resolution.
- Obtain NOC from secured creditors, if applicable.
- File Form MSC-1 with the ROC along with required attachments.
- ROC verifies the application and issues a Certificate of Dormant Status.
- File Form MSC-3 annually to maintain dormant status.
Any company registered under the Companies Act, 2013 can apply for dormant status if it is not carrying on any business or operation.
The form used to apply for dormant status is Form MSC-1, filed with the Registrar of Companies (ROC) along with a board resolution, auditor's statement, and a declaration of the company's affairs.
A “significant accounting transaction” refers to any transaction other than the fees paid to the Registrar of Companies for obtaining the status of dormant company; effectively, a dormant company should have no significant financial activities during the relevant period.
If a dormant company starts business activities, it must apply for reactivation by filing Form MSC-4 to convert its status back to active and comply with regular statutory requirements.
Dormant companies have annual compliance requirements, including filing an annual return in Form MSC-3, financial statements, and paying prescribed fees despite no business operations.
Dormant companies have annual compliance requirements, including filing an annual return in Form MSC-3, financial statements, and paying prescribed fees despite no business operations.