Dormant company
Section 455 of the Companies Act, 2013 deals with dormant company. Where a company is formed and registered under this Act for a future project or to hold an asset or intellectual property and has no significant accounting transaction, such a company or an inactive company may make an application to the Registrar in such manner as may be prescribed for obtaining th The Act came into force on 01 Apr 2014.
(1) Where a company is formed and registered under this Act for a future project or to hold an asset or intellectual property and has no significant accounting transaction, such a company or an inactive company may make an application to the Registrar in such manner as may be prescribed for obtaining the status of a dormant company.
Explanation.-- For the purposes of this section,--
(i) "inactive company" means a company which has not been carrying on any business or operation, or has not made any significant accounting transaction during the last two financial years, or has not filed financial statements and annual returns during the last two financial years;
(ii) "significant accounting transaction" means any transaction other than--
(a) payment of fees by a company to the Registrar;
(b) payments made by it to fulfil the requirements of this Act or any other law;
(c) allotment of shares to fulfil the requirements of this Act; and
(d) payments for maintenance of its office and records.
(2) The Registrar on consideration of the application shall allow the status of a dormant company to the applicant and issue a certificate in such form as may be prescribed to that effect.
(3) The Registrar shall maintain a register of dormant companies in such form as may be prescribed.
(4) In case of a company which has not filed financial statements or annual returns for two financial years consecutively, the Registrar shall issue a notice to that company and enter the name of such company in the register maintained for dormant companies.
(5) A dormant company shall have such minimum number of directors, file such documents and pay such annual fee as may be prescribed to the Registrar to retain its dormant status in the register and may become an active company on an application made in this behalf accompanied by such documents and fee as may be prescribed.
(6) The Registrar shall strike off the name of a dormant company from the register of dormant companies, which has failed to comply with the requirements of this section.
Section 455, The Companies Act, 2013 (Act 18 of 2013).
Cross-references
Extracted from the operative text of the enactments themselves. Every destination below exists in our corpus.
Judgments citing this section
These may be obiter dicta or a precedent, for you to study. These are the judgments where this section is quoted.
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… incurs disqualification under sub-Section (2) of Section 164, the office of director shall become vacant ……., other than the company which is in default under that sub-Section" will have retrospective operation, and the words "in all the companies" will have only prospective operation. E. Whether notice under Section 455(4) a sine qua non Section 455 of the Companies Act, 2013 falls in Chapter XXXIX titled "Miscellaneous". Section 455 reads as follows: "455. Dormant company - (1)Where a company is formed and registered under this Act for a future project or to hold an asset or intellectual property and has no significant …
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… incurs disqualification under sub-Section (2) of Section 164, the office of director shall become vacant ……., other than the company which is in default under that sub-Section" will have retrospective operation, and the words "in all the companies" will have only prospective operation. E. Whether notice under Section 455(4) a sine qua non Section 455 of the Companies Act, 2013 falls in Chapter XXXIX titled "Miscellaneous". Section 455 reads as follows: "455. Dormant company - (1)Where a company is formed and registered under this Act for a future project or to hold an asset or intellectual property and has no significant …
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… incurs disqualification under sub-Section (2) of Section 164, the office of director shall become vacant ……., other than the company which is in default under that sub-Section" will have retrospective operation, and the words "in all the companies" will have only prospective operation. E. Whether notice under Section 455(4) a sine qua non Section 455 of the Companies Act, 2013 falls in Chapter XXXIX titled "Miscellaneous". Section 455 reads as follows: "455. Dormant company - (1)Where a company is formed and registered under this Act for a future project or to hold an asset or intellectual property and has no significant …
Made under this section, and citing it
2 instruments state that it was made under this provision — the power to make it comes from here, so a change to any of them changes what this section requires in practice. Newest first.
Another 5 instruments name this provision in its title or its text without being made under it.
- G.S.R 298(E) Companies Removal of Names of Companies from the Register of Companies Amendment Rules 2023 dated 17.04.2023Rule 2023
- G.S.R NO. 436(E) Companies (Removal of Names of Companies from the Register of Companies) Amendment Rules, 2022 dated 09.06.2022Rule 2022
- Companies (Appointment and Qualification of Directors) Rules,2017Rule 2017
- Companies (Removal of Names of Companies from the Register of Companies) Amendment Rules, 2017Rule 2017
- Companies (Removal of names of companies from the Register of Companies) Rules 2016Rule 2016
Questions about Section 455
What does Section 455 of the Companies Act deal with?
Section 455 of the Companies Act is headed "Dormant company". Where a company is formed and registered under this Act for a future project or to hold an asset or intellectual property and has no significant accounting transaction, such a company or an inactive company may make an application to the Registrar in such manner as may be prescribed for obtaining th
How do I find court cases under Section 455 of the Companies Act?
In judgments and charge sheets this section is written several ways, and each form finds a different set of orders. These search the full text of every order eCourtsIndia holds, best matches first: Companies Act 455, section 455 Companies Act, section 455 of the Companies Act. People searching for it also type companies act 2013 section 455. Each opens the full list of orders on eCourtsIndia, where it can be narrowed by court, year and outcome.
What should I read with Section 455 of the Companies Act, and has it changed?
1 other provision in this corpus refers back to it. The rules and notifications made under it are where it actually bites, and there are 2: most recently G.S.R. NO. 46(E) companies Miscellaneous rules 2023 dated 20.01.2023 (2023), then Chapter XXIX - The Companies (Miscellaneous) Rules, 2014 and Companies (Adjudication of Penalties) Rules, 2014. (2014).
When did Section 455 of the Companies Act come into force?
Section 455 of the Companies Act, cited as Companies Act 455, came into force on 01 Apr 2014, having been enacted on 29 Aug 2013. It is in force as at the date shown on this page.
Other sections of this Act
- 2. Definitions5089 words
- 143. Powers and duties of auditors and auditing standards1867 words
- 230. Power to compromise or make arrangements with creditors and members1432 words
- 232. Merger and amalgamation of companies1416 words
- 149. Company to have Board of Directors1403 words
- 217. Procedure, powers, etc., of inspectors1390 words
Source and method. Compiled from the enactments of Parliament and of the State legislatures as published on India Code, and republished together with commentary and other original matter under section 52(1)(q)(ii) of the Copyright Act, 1957. Structured, cross-referenced and maintained by eCourtsIndia. Text as in force on 14 Oct 2026. This page is not a substitute for legal advice.