Uploaded on Jan 13, 2023
Company strike off - also known as company dissolution - is the process of removing a company’s name from the register held at Companies House. Once a company has been struck off – or dissolved – it will no longer exist as a legal entity and all trade will need to stop.
Company Strike Off and Dissolution
Company Strike Off
and Dissolution
Agenda
Introduction
Dissolving - or striking off - a company: What you need to know
What does company dissolution mean?
Is strike off the same as liquidation?
Can I strike off or dissolve my company?
How do I dissolve my company?
What do I have to do before striking off my company?
Dissolution and director redundancy
How Real Business Rescue can help
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Introduction
Company strike off - also known as company dissolution - is the process
of removing a company’s name from the register held at Companies
House.
Once a company has been struck off – or dissolved – it will no longer
exist as a legal entity and all trade will need to stop.
3
Dissolving - or striking off - a company:
What you need to know
Limited company dissolution - which is also
known as limited company strike off - is when a
company is struck off Companies House which is
the public register on which official company
information is displayed.
The harsh reality is that very few businesses last
forever and there may come a time when you
need to consider closing your limited
company by having it dissolved and striking off
its name from the register held at Companies
House.
There are a whole host of reasons why you may
be looking into this option; your business may
have been successful but has now served its
purpose, or maybe it never got off the ground at
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all and has been sitting dormant ever since.
What does company dissolution mean?
To dissolve a company, which is also known as ‘dissolution’ or ‘striking off’, is a
way of closing down a limited company by removing its name from the official
register held at Companies House. Once the name is struck off the register, the
company no longer legally exists.
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Is strike off the same as liquidation?
The simple answer is no. Liquidation and strike
off/dissolution are two different processes.
Dissolving a limited company is a way to achieve
company closure in situations where no debt is present, or
where any outstanding debt and other liabilities can be
settled in full within 12 months.
Liquidation is different.
If your company is unable to pay off what it owes,
liquidation is likely to be the most appropriate option for
you.
Liquidation involves extracting the assets from a
company, selling these to realise as much money as
possible, and putting these towards paying off any
outstanding debts.
Liquidation can only be entered into with a licensed
insolvency practitioner who will oversee the whole process 6
on your behalf.
Can I strike off or dissolve my
company?
As well as your company being solvent, there are other conditions that must be
met before a limited company is eligible to be dissolved via the strike off
process. Your company must:
Not have traded or sold off any stock in the last 3 months
Not have changed names in the last 3 months
Not be threatened with liquidation or any other type of insolvency proceedings,
or have agreements with creditors such as a Company Voluntary Arrangement
(CVA)
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How do I dissolve my company?
The process of striking off your limited company is
done through submitting a DS01 form which must be
signed by a majority of the directors (or all if there is
only one or two).
The form must be sent to Companies House for
processing and a copy must also be sent to all
‘notifiable parties’ which includes creditors,
employees and shareholders.
Alternatively, this process can now be completed
online through the Companies House website.
A notice will then be placed in the
Gazette announcing your decision to dissolve the
company.
Your company will officially be dissolved 3 months
after this notice is published, providing no objections
have been made.
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The Gazette will then run a final notice confirming
that the company has been struck off.
What do I have to do before striking
off my company?
Before applying to dissolve your limited company and have it struck off the
Companies House register, you have a number of responsibilities. They include:
•Ensuring business assets are distributed among shareholders. It is vital that this is
done prior to applying for strike off, as any assets remaining with the company
upon dissolution become Bona Vacantia and ownership automatically passes to the
Crown
•Paying employees their final wages and ensuring you follow certain rules if you
are making staff redundant
•Paying any outstanding Corporation Tax, PAYE, NI and settling any other tax
liabilities
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Can anything stop my limited
company being dissolved?
Anyone can object to the proposed dissolution of
your company.
If your company owes money, then you should
expect your creditors to submit an objection to your
strike off application.
If an objection is upheld by the Registrar then the
company will not be allowed to be struck off.
You should be aware that a creditor can apply for a
court order to restore your company to the register
even after dissolution if you have evaded paying
them.
This is why it is crucial that you inform all interested
parties of your intention to dissolve the company
and ensure all creditors are fully paid beforehand.
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What are the drawbacks to striking
off my limited company?
While dissolving your limited company may seem like a straightforward process,
caution must be exercised.
If you provide false information in your application, deliberately or otherwise, or
fail to notify an interested party of your decision to strike off, the consequences
can be severe.
You can face disqualification as a director, be handed a considerable fine, or
even face imprisonment in extreme cases.
Should a creditor believe your limited company has not been closed down
through the correct channels, or has another legitimate reason for arguing
against the closure, they can appeal for your company to be restored to the
register at Companies House.
This would then allow them, and any other outstanding creditors, to continue to
chase your company for the unpaid debts.
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Dissolution and director redundancy
Another less well known drawback of dissolving, rather than liquidating your
company, is the removal of your right to claim director redundancy.
Director redundancy works in largely the same way as staff redundancy and can
be a hugely valuable lifeline at this stressful time.
The reason many limited company directors opt for strike off rather than
liquidation is because it is undoubtedly a much cheaper option at £8 (for the
online application) compared to the £5,000 average cost of liquidation.
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Are there any alternatives to
dissolving my limited company
through the strike off process?
Dissolving your limited company may be the best course of action in relatively
straightforward situations; however there are other options you may want to
consider before opting for strike off if your situation is a little more complex.
Members’ Voluntary Liquidation (MVL)
Just like dissolving a company, a Members’ Voluntary Liquidation (MVL), is only
an option for companies capable of settling its debts within 12 months. The MVL
must be agreed to by a minimum of 75% of the company’s directors.
Register the company as dormant
While it is possible for a dissolved company to be restored to the register for up
to 6 years after closure, this comes with significant financial costs.
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How Real Business Rescue can help
If you are considering closing down your limited company and are unsure
whether dissolving it using the strike off process is the best way, Real Business
Rescue can help.
Our team of licensed insolvency practitioners can talk you through all the
available options, including dissolution and liquidation, and suggest the most
appropriate course of action for you and your business.
Call our expert advisers today to arrange a free no-obligation consultation.
We have an extensive network of 100 offices offering confidential director
support across the UK.
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