Dormant Status of Company — MSC-1 Application & ROC Filing | Beyonte Compliances

Company Law · Dormant Company

Dormant Status of Company suspend your company's activity legally — without striking it off.

A company with no significant accounting transactions may apply to the Registrar of Companies to be classified as a dormant company under Section 455 of the Companies Act, 2013. Dormant status significantly reduces the annual compliance burden — while preserving the company's legal existence and ability to resume business in the future.

A company is eligible for dormant status if it has not carried out significant accounting transactions in the last two years, has no outstanding public deposits or debentures, no pending litigations, and no outstanding dues to any regulatory authority. Once granted dormant status, the company must file an annual return (Form MSC-3) and maintain the minimum prescribed number of directors — but is exempt from most regular compliance requirements.

At Beyonte Compliances, we assess eligibility, manage the application — including the board and special resolutions and MSC-1 filing — and advise on ongoing compliance requirements. We also assist dormant companies in restoring to active status when they wish to resume business.

What Our Dormant Company Service Covers

Eligibility Assessment

Reviewing accounting transactions, pending dues, public deposits, debentures, and outstanding litigations — to assess eligibility for dormant status.

Board Resolution

Drafting the Board Resolution approving the application for dormant status and convening the EGM for the special resolution.

Special Resolution at EGM

Passing the Special Resolution at EGM authorising the application — with signed minutes.

MSC-1 Filing with ROC

Filing Form MSC-1 (Application for Obtaining Status of Dormant Company) on MCA21 — with the special resolution, auditor's certificate, and director list attached.

Auditor's Certificate

Obtaining the required certificate from a practising Chartered Accountant confirming eligibility.

Annual Dormant Return (MSC-3)

Filing Form MSC-3 (Return of Dormant Companies) with the Registrar annually during the dormant period.

Status Restoration Advisory

Advising on the procedure for restoring the company to active status — including MSC-4 filing and compliance catch-up.

Director & Capital Maintenance

Ensuring the company maintains the minimum directors and share capital required during the dormant period.

Our Process

Eligibility Check

Assessing eligibility for dormant status against all prescribed conditions.

Board Resolution & EGM

Passing board resolution and convening EGM for special resolution.

Special Resolution

Passing special resolution authorising the dormant application.

MSC-1 Filing

Filing Form MSC-1 with ROC with auditor's certificate and documents.

Annual MSC-3 Return

Filing annual dormant return during the dormant period.

Why It Matters

✓Eligibility assessed before process begins — no wasted applications

✓Board and special resolutions prepared and passed correctly

✓Auditor's certificate obtained for dormant application

✓MSC-1 filed with ROC with all required documents

✓Ongoing annual MSC-3 return handled

✓Director and capital maintenance requirements monitored

✓Restoration to active status managed when required

✓Full compliance maintained throughout the dormant period

Frequently Asked Questions

A dormant company is one with no significant accounting transactions, classified as dormant by the Registrar under Section 455 of the Companies Act, 2013. It continues as a legal entity with a reduced compliance burden.

The company must not have carried out significant accounting transactions in the last two years, must have no outstanding public deposits, debentures, pending litigation, or dues to any statutory authority — and all returns must be up to date.

A dormant company must file Form MSC-3 annually and maintain the minimum required directors. It is exempt from most other regular compliance requirements.

The company applies to the Registrar in Form MSC-4 to restore active status — after bringing all MSC-3 returns up to date. The Registrar restores the company on MCA21.

Want to put your company into dormant status? Let's manage it.

Contact our team — eligibility check, MSC-1 filing, and ongoing compliance handled.