Dormant Status Filing (MSC-1) | Savlana Init

MCA · Dormant Status

Dormant Status Filing — Keeping Your Company Legally Active While Not Trading.

A company that has not been operating can apply for dormant status under Section 455, reducing compliance requirements while remaining legally alive. We handle the MSC-1 application, annual MSC-3 filings, and reactivation when needed.

A dormant company under Section 455 of the Companies Act, 2013 is one that has been incorporated for a future project, holds an asset or intellectual property, or has not been carrying on any significant business operations or transactions for the preceding two financial years. Rather than going through the full wind-up process — or being struck off involuntarily — a dormant company can apply to the RoC to be classified as dormant, significantly reducing its compliance burden while remaining a legal entity.

The principal benefit of dormant status is the reduced compliance requirement: a dormant company need hold only one board meeting per year (compared to the mandatory four for active companies), is not required to prepare and file full financials unless it has outstanding liabilities, and files a simplified annual return (Form MSC-3) instead of the standard MGT-7. This reduces professional costs and regulatory obligations while keeping the company legally alive for future use.

To obtain dormant status, the company must have no outstanding statutory dues, no pending litigation or disputes, and all MCA filings must be current. Form MSC-1 is filed with the RoC after the required resolution (special resolution where obtained by application, or board resolution in certain cases). We assess eligibility, clear any pending filings, prepare and file MSC-1, and manage the annual MSC-3 filing and reactivation via MSC-4 when the company is ready to resume business.

Our Dormant Status Services

Dormant Application (MSC-1)

Filing Form MSC-1 with the RoC to apply for dormant company status under Section 455 of the Companies Act.

Eligibility Assessment

Reviewing pending filings, liabilities, and operational status against the eligibility criteria for dormant status.

Pending Compliance Clearance

Clearing outstanding MCA forms, ITRs, and GST returns before filing the MSC-1 application.

Special Resolution Drafting

Drafting and filing the special resolution where shareholder approval is required for the dormant application.

Annual MSC-3 Filing

Filing Form MSC-3 (Return of Dormant Companies) annually to maintain dormant status on MCA records.

Reactivation Support (MSC-4)

Filing Form MSC-4 when the company intends to resume business, converting it back to active status.

Minimum Compliance During Dormancy

Advising on the compliance obligations that must continue even while the company is dormant.

Director KYC & DIN Maintenance

Keeping director DIN and DIR-3 KYC active throughout the dormancy period.

Our Process

Eligibility Review

We confirm the company has no outstanding liabilities, litigation, or pending statutory filings — conditions required for dormant status.

Compliance Clearance

Overdue MCA forms, income tax returns, and GST filings brought current before the MSC-1 application is submitted.

MSC-1 Filing

Form MSC-1 filed with the RoC; special resolution filed via MGT-14 where shareholder approval is required.

Dormant Certificate Issuance

RoC grants dormant status; certificate issued and company listed as dormant in MCA records.

Annual MSC-3 & Reactivation

Annual MSC-3 filed each year to maintain dormant status; MSC-4 filed when the company resumes operations.

Why It Matters

✓Dormant status eligibility confirmed before the MSC-1 application is initiated

✓Pending MCA filings and statutory dues cleared before the application

✓MSC-1 filed with all required attachments and resolutions

✓Special resolution prepared and filed via MGT-14 where shareholder approval is required

✓Annual MSC-3 filing tracked and submitted within the statutory deadline

✓Minimum compliance requirements during dormancy clearly maintained

✓Director DIR-3 KYC and DIN status kept current throughout dormancy

✓Reactivation through MSC-4 managed smoothly when the company resumes

Frequently Asked Questions

Under Section 455, a company that has not been carrying on any significant business, operations, or accounting transactions for the preceding two financial years can apply to the RoC to be classified as a dormant company.

A dormant company holds only one board meeting per year, files a simplified annual return (MSC-3) instead of MGT-7, and is exempt from certain other active-company requirements — significantly reducing professional fees and compliance obligations.

A dormant company can hold assets including immovable property, but must not have significant liabilities, pending litigation, or accounting transactions at the time of application or during the dormancy period.

A dormant company must file Form MSC-3 (Return of Dormant Companies) annually with the RoC. Failure to file MSC-3 for three consecutive years can result in the RoC revoking the dormant status.

The company files Form MSC-4 with the RoC when it intends to resume business. Upon acceptance, the company's status reverts to active and all regular compliance requirements — including quarterly board meetings and annual filings — apply again.

No — a company with valid dormant status and current MSC-3 filings cannot be struck off under Section 248. Dormant status protects the company from involuntary RoC strike-off action, provided the annual MSC-3 compliance is maintained.

Want to put your company into dormant status?

We'll assess eligibility, clear pending compliance, file MSC-1 with the RoC, and manage your annual MSC-3 filings for as long as the company remains dormant.