How to Close a Pvt Ltd Company in India With Pending GST Returns: GSTR-10, Unbarring, and STK-2 in 2026

Updated on 17 July 2026: The MCA has extended CCFS 2026 up to 31 August 2026 vide General Circular No. 03/2026 dated 8 July 2026. The dates in this article stand revised accordingly.

You cannot close a Pvt Ltd company in case its GST registration is still active. The pending returns have to be filed first, then an application for cancellation of the registration is made in REG-16, then GSTR-10, the final return, is filed within three months of the cancellation order, and only after the same does the STK-2 application go to MCA. From July 2025 the GST portal has locked every return which is more than three years past its due date. For such locked returns an Application for Unbarring Returns has to be made, and whether to allow the same rests with your jurisdictional officer. CCFS 2026 is the MCA scheme under which 90 percent of the ROC late fees stand waived and the STK-2 fee comes down to Rs 2,500. The scheme was to close on 15 July 2026 and now stands extended up to 31 August 2026 vide General Circular No. 03/2026 dated 8 July 2026.

Can You Still Use CCFS 2026? What Is Actually Possible Before 31 August

Partly, yes. How much of it remains open depends on the status your GSTIN shows as on date. The scheme was to close on 15 July 2026, and by General Circular No. 03/2026 dated 8 July 2026 the MCA has extended the same up to 31 August 2026. Whatever filings you want the waiver on must be submitted on the MCA portal before the said date.

Here is the part most founders come to know very late. The scheme carries two separate benefits, and GST blocks only one of the two. The 90 percent waiver on the ROC late fees is available on the pending AOC-4 and MGT-7 filings. These are annual filings with the ROC. They have no connection with your GST returns. The entire ROC backlog can be filed today at 10 percent of the accumulated additional fees, even in case the GSTIN has three years of pending returns sitting on it. The second benefit is the STK-2 fee, which comes down to Rs 2,500. Here the road is shut for now. At the time STK-2 is uploaded, MCA checks the GSTIN status, and an Active status leads to rejection of the said application.

So the position with days left is as under.

The math favours the ROC backlog over everything else. At Rs 100 per day per form, a 3-year AOC-4 and MGT-7 backlog runs to around Rs 3.15 lakh. Under the waiver the same comes to around Rs 32,000. In case the STK-2 discount is missed, the loss is Rs 7,500. The ROC waiver is a different matter, since missing the same costs Rs 2.8 lakh and above. In case you can do only one thing before 31 August, file the ROC backlog.

Q.Is CCFS 2026 extended beyond 15 July 2026?

Yes. The MCA has extended the scheme up to 31 August 2026 vide General Circular No. 03/2026 dated 8 July 2026. The earlier last date was 15 July 2026. No further extension has been notified as on date, and planning on the basis of one more extension is not advisable.

Q.Can I file STK-2 before my GST cancellation comes through?

No. MCA runs a check on the GSTIN status when the STK-2 is uploaded. An Active registration does not match the declaration of no business, and the application is rejected within a week or so. The government fee is not refunded. Cancelling GST first is faster end to end than racing the form through.

Why GST Cancellation Has To Happen First, and How to Check Where You Stand

Before anything else, open the Search Taxpayer option on gst.gov.in and check what the status of your GSTIN reads. The status shows as Active, Suspended or Cancelled, and the road ahead depends on the same. In case it shows Cancelled, the officer has cancelled the registration suo moto. He gets the power to do so once six consecutive months of returns remain unfiled. Even then, the returns due up to the effective date of such cancellation have to be filed, and GSTR-10 comes after the same. For the periods falling after the cancellation date, nothing is payable. In case the status shows Active, the application for cancellation in REG-16 has to be made by you.

I will admit the locked-period problem was new to me also when it first came up. A founder had come to us in late 2025 for closing his dormant company, and when we opened his returns dashboard to work out the late fees, four of the older periods were not accepting anything. No late fee column against them, no file button either. It took the better part of that week, and one call to the jurisdictional ward, to understand that those periods had crossed three years and a separate application was now required for the same. Most founders come to know of this only on hitting it, which is largely why this article has been written.

Now the question of why cancellation must come first. The check happens on the MCA side. When STK-2 is uploaded on the V3 portal, the system pulls the GSTINs against the PAN of the company. An Active registration sitting there does not match the declaration of no business which the directors have signed in the indemnity bond. So the pending returns go first, and REG-16 goes next with Discontinuance of business as the reason. The officer usually passes the order in 15 to 30 days. GSTR-10 has to go within three months of the date of such order, and STK-2 goes to MCA only after the GSTIN shows Cancelled.

The reverse order keeps getting attempted even now. The STK-2 gets uploaded, the fee is paid, the bond is signed, and within the week comes the rejection citing the Active GSTIN. The fee is gone, it is not refunded on rejection. A week lost in this manner mattered less last year. With the CCFS date this close, the same week is a costly one.

Q.Not one invoice was ever raised by the company. Is cancellation of the unused GSTIN still called for?

Yes, in case you registered. A GSTIN which exists is an obligation to file returns, even if every return is nil. Cancellation stops new returns from coming due, but the pending ones have to be cleared first, and GSTR-10 comes after the same.

What Happens When a Return Crosses Three Years: The Time Bar

From the July 2025 tax period the position on the portal is that no return which is more than three years past its due date gets accepted. The change came through the Finance Act 2023 amendments and was given effect on the portal from July 2025. Take a GSTR-3B which fell due in August 2022. The same could not be filed after August 2025, and no late fee, however large, opens it. The locked period shows as expired on the dashboard. There is no late fee column against it. Founders who reach this screen conclude that the closure has become impossible. The conclusion is wrong, but nothing on the screen tells them otherwise.

The three-year period runs from the due date of each return and not from the financial year. A monthly filer's GSTR-3B for July 2022 fell due on 20 August 2022, so the bar on the same fell on 20 August 2025. His GSTR-1 for that period had its own due date and hence its own bar date. In a company with three or four years of backlog, the periods do not get locked on one single day. Each period drops off as and when its own due date crosses three years. This is the reason for not sitting on the backlog once the decision to close has been taken.

The bar covers GSTR-1, 1A, 3B, 4, 5, 5A, 6, 7, 8, GSTR-9 and GSTR-9C. GSTR-10 is not covered by such bar, since it arises from the cancellation and not from any tax period.

Q.How are the three years counted for the time bar?

Three years from the due date of the particular return in question. For a monthly GSTR-3B the due date is the 20th of the following month, while GSTR-1 falls due on the 11th, or quarterly where the taxpayer is under QRMP. The annual return in GSTR-9 falls due on 31 December following the financial year. So every return carries its own bar date.

In Case Your Pending Returns Are Under Three Years Old

Where every pending return is under three years old, the officer has no say in the matter at all. The pending GSTR-3Bs and GSTR-1s have to be filed first along with the late fees. The application for cancellation in REG-16 is made after the same. The order comes in REG-19, and GSTR-10 has to be filed within three months of the date of such order.

The late fees are governed by Notification 19/2021-Central Tax, and the caps per return are as under.

For a dormant company the working is simple. One year of nil pendency comes to around Rs 12,000 across GSTR-3B and GSTR-1 together, and three full years comes to Rs 36,000 and not a rupee beyond the same. Founders come to us with a figure of lakhs in their head because they have multiplied Rs 20 per day across the years and forgotten the cap. It is the cap per return which keeps the bill small.

On the REG-16 form the reason dropdown needs care. The selection to be made is Discontinuance of business / Closure of business. Transfer of business and change in constitution also sit in the said dropdown, and a wrong selection puts the application on a different verification track. Weeks get lost there for nothing. An effective date of cancellation is also asked for in the form. Circular 69/43/2018-GST does not permit such date to be earlier than the date of the application. Backdating it to the year in which the business actually stopped is therefore not possible. Stock details as well as particulars of the last return filed are asked. For a dormant company the stock would usually be nil.

The application then moves to the proper officer of your jurisdiction. In a routine dormant company matter the order comes in some 15 to 30 days. In case the officer wants something more, a query comes in REG-17 and 7 days are given for the reply. The order itself comes in REG-19, and the date written in such order is the date from which the three months for GSTR-10 are counted.

After the effective date of cancellation, no GSTR-3B or GSTR-1 or GSTR-9 falls due on the GSTIN for any period, and only GSTR-10 remains to be filed. There is one thing the portal does not tell you anywhere. The GSTR-10 tile does not appear till every pending GSTR-1 and GSTR-3B has been filed, and this holds for voluntary cancellation as well as suo moto cancellation.

GSTR-10 itself is a small return which asks for the stock held on the cancellation date and the tax payable on such stock. A company which never traded files it as nil in ten minutes or so. There is no fee where the same is filed within three months of the order. After the said window, Rs 200 per day runs, capped at Rs 10,000.

Once GSTR-10 goes through and the GSTIN shows Cancelled, the GST portion of the closure is over. What remains is the income tax returns, the bank account and STK-2, and the said sequence is covered in how to close a Pvt Ltd in India. The present article covers the GST portion only.

Q.Once applied, how much time does GST cancellation take?

In a clean dormant company matter the order comes in some 15 to 30 days. In case a query comes in REG-17, 7 days are given for the reply, and the matter can stretch to 45 days. Where recent invoices or unpaid tax are involved, the matter takes longer. The officer first tallies the figures with the earlier filings.

Q.The company did no business at all. Does GSTR-10 still apply?

It does. The requirement of GSTR-10 follows the registration itself. What triggers it is the cancellation, and the question of whether any business was carried on has no bearing on it. For a never-traded company the nil GSTR-10 is a matter of ten minutes or so. In case the same is skipped, the late fee starts running from the 91st day after cancellation and goes up to the Rs 10,000 cap. The default also stays against the directors on the PAN-linked record. The trouble shows up later, at the stage where the same directors apply for a fresh GST registration for their next venture.

When the Returns Are Locked: The Application for Unbarring Returns

For the periods which the portal has locked, an Application for Unbarring Returns has to be made. After login the same is found under Services, then Returns, then Application for Unbarring Returns. In the application the blocked periods are listed, along with the reason for which the returns could not be filed in time. It then moves to the jurisdictional officer. Whether to allow the same rests with the said officer. There is no rule under which unbarring can be claimed as of right. In case the officer allows the application, 30 days are given to file the unbarred periods. In case the 30 days lapse without filing, the bar comes back and a fresh application has to be made.

Other closure guides do not discuss this module at all, since the same came on the portal only after the Finance Act 2023 bar went live. For a dormant company with locked periods there is no other route. Make this application at the start of the cleanup and not at the end, since the approval takes its own time.

The application is decided on the reason field alone. That free-text box is the only material which reaches the officer. In our experience a plain statement of the facts works best, to the effect that the company remained dormant throughout, earned nothing, raised no invoice, and is now being taken to closure. Such applications get allowed without much back and forth. Medical grounds with supporting documents also get through, as do pending court proceedings and portal errors which the officer can verify. What does not get through is the one-line answer of the was-busy or forgot variety. Write out what actually happened in your case. The portal issues an ARN on submission, and the said ARN should be preserved carefully since the status is tracked against it and the ward will ask for it on any follow-up.

For dormant companies with genuine reasons, approvals have been coming in 2 to 6 weeks depending on the ward. Some officers call for a supporting declaration of no business before allowing the application, while in other jurisdictions it goes through on the portal without any contact at all. It is possible, and quicker, to cover all the locked periods in one single application instead of applying period-wise. A rejection is not the end of the matter either. A fresh application with a fuller reason and supporting papers can be made.

One caution which founders tend to learn at some cost. The approval only permits the filing, it does not amount to the filing. The 30 days run from the date of approval as recorded on the portal. They do not run from the day the intimation email happened to be seen. The unbarred returns should go in the moment the approval reflects.

Q.Is unbarring guaranteed in case I give a genuine reason?

No. The matter rests with the officer. What helps is a specific and documented reason which shows the delay was due to genuine circumstances and not something done on purpose. A dormant company being taken to closure is a fact pattern which the officers see every week and usually allow. Most of the rejections we have come across trace back to template answers.

Q.Is there a way to file a locked return without unbarring?

No. The portal does not take a return which has crossed the three-year mark. Paying the late fee makes no difference to the same, and the GSTN helpdesk also has no power to open the period. Only the unbarring application works.

The Full Sequence, From Where You Are to Struck Off

• Step 1. Every return which the portal still accepts should be filed. One to three weeks depending on the number of periods. For the nil returns of a dormant company, a single afternoon.
• Step 2. In case any period is time-barred, make the unbarring application. Approval takes 2 to 6 weeks, after which 30 days are available to file the unbarred returns. This runs in parallel with Step 1.
• Step 3. Make the cancellation application in REG-16. A fifteen minute job on the portal.
• Step 4. Wait for the order in REG-19. 15 to 30 days usually, up to 6 weeks with queries.
• Step 5. File GSTR-10. Within 3 months of the order. Ten minutes for a dormant company.
• Step 6. File the pending income tax returns. For each year the company remained on the register, an ITR-6 has to go in, and on nil income the late fee for the year is Rs 1,000. Each year takes about a day of work.
• Step 7. Close the bank account. The bank takes 2 to 4 weeks and asks for a board resolution, and a closure certificate is issued after that.
• Step 8. File STK-2 with MCA. Inside the CCFS window the fee stands at Rs 2,500, and after the window shuts the same goes up to Rs 10,000. A notice then appears in the Gazette, and objections are received by the ROC for 30 days. The strike-off comes in 3 to 6 months.

End to end the matter runs sixteen to twenty-four weeks. Most of this time goes in waiting on approvals rather than in work. For this very reason the ROC backlog should be filed under CCFS now and not held back till the GST side completes.

What It Actually Costs

The figures given below cover government fees and statutory late fees only. Professional fees are over and above the same. The first table proceeds on the basis that the ROC backlog gets filed before 31 August 2026 at the 90 percent waiver.

After 31 August 2026 the picture changes as under.

The GST late fee position for nil returns is as under. Notification 19/2021-Central Tax fixes the late fee at Rs 20 a day for each such return, and the same stands capped at Rs 500 per return, though in case the return carries figures and the turnover stayed under Rs 1.5 crore, the cap goes up instead to Rs 2,000 per return, and not a rupee more. Taken across GSTR-3B and GSTR-1 together, a non-nil backlog of 3 years comes to about Rs 1,44,000, and most founders come to know of this cap only once they sit down and actually do the math themselves.

GSTR-10 itself costs nothing so long as the same goes in within 3 months of the cancellation order, and after that the fee runs at Rs 200 a day until it hits the Rs 10,000 cap.

Then come the ROC late fees on AOC-4 and MGT-7. Here the fine is Rs 100 a day for each form, and no max limit been set. This is the line item which CCFS 2026 cuts by 90 percent. That missing limit is the reason the deadline matters more than any other number on this page.

On the income tax side, section 234F comes to Rs 1,000 for every year you miss on nil income, and it becomes Rs 5,000 once your income crosses Rs 5 lakh.

No government fee attaches to the unbarring application. What it costs is time and nothing else.

The complete ROC penalty working has been set out in the master closure article.

Q.Is cancelling the GSTIN cheaper than filing nil returns forever?

Yes, though cancellation does not skip the pending filings. Every pending GSTR-3B as well as GSTR-1 has to go in before REG-16 gets processed. What cancellation gives you is that no return falls due after the effective date. A one-time cleanup takes the place of a monthly obligation which otherwise never ends.

Q.What in case I close the company first and look at GST afterwards?

No. The pending GST returns do not vanish on strike-off. The defaults attach to the directors through the PAN-linked history. They come up again when the said directors seek a fresh GST registration for the next venture. The only proper way is to clear the GST side first.

The Bottom Line

The GST side is the one stage of a company closure where two departments have to agree with each other. A three-year clock also keeps running here, and no late fee can reset the same. Founders find it heavier than the ROC side for this reason. The actual work in it is limited, though. Sit with the returns dashboard once. Count the periods which can still be filed as well as the ones which stand locked, and decide whether an unbarring application is required. Beyond that point the matter runs on a calendar which is known well in advance, and there is not much more left to it than a few portal submissions, one application before the officer, and a matter of weeks in waiting, after which comes the final return in GSTR-10. Once that return is filed, nothing more falls due on the GSTIN, and the file moves over to the MCA side.

The CCFS window now closes on 31 August 2026, and in case only one thing gets done by then it should be the pending AOC-4 and MGT-7, which can still be filed at the 90 percent waiver, no matter where the GST returns of the company happen to stand as on date. In case you would rather hand the entire cleanup over, do connect with our expert on WhatsApp, and we will work out the exact sequence applicable to your company.