You can commence the striking off procedure for a limited company providing certain conditions are met, and the company has not traded for the past three months.
When does closing a limited company apply to you?
If you want to apply to have your company stuck off the Register, you must meet the following conditions first:
- The company must not have carried out any business during the period.
- The company must not have changed its registered name.
- It must not have disposed of any property or rights with any value.
- It must not be subject to any legal proceedings.
- The company’s directors must not have been engaged in any business activities aside from those required to make the actual application for striking off, or other statutory duties.
- The company is permitted to settle any outstanding business debts during the three month period.
The full conditions under which a company may be voluntarily struck off are laid out in Sections 1004/1005 of the Companies Act 2006.
How to apply to strike a company off the register
In order to close a company, you must complete Form DS01 and send it, together with a £10 fee, to the Registrar of companies at Companies House.
Who must be informed of the striking off application?
Alongside the statutory process of closing down your company, you are also obliged to tell the following people/organisations within 7 days of submitting the application that you are applying for the company to be wound up:
These are your shareholders, any employees, all creditors, any other directors who are not signatories to Form DS01, and the managers of a company pension fund (if you have one).
Before starting the dissolution process, you should make sure you inform all business clients, suppliers, your bank, web host, domain name registrar, and any other organisation that the company is going to be wound up.
What happens after the application has been received by Companies House?
Once the application has been received and been given the all clear by Companies House, a notice will be posted for the public record in the Gazette (London, Edinburgh or Belfast depending on your country of incorporation). If there are no objections to the company being dissolved within the following three months, then the company will be officially wound up, and a final notice posted to the Gazette.
Involuntary company closure
There may be circumstances under which Companies House forces a company to be wound up. The reasons why this may happen include; the company has failed to meet its statutory obligations (e.g. hasn’t filed its Annual Return or Company Accounts), mail has been returned from its registered address, or all the directors have resigned.
Before initiating the striking off process, the Registrar will make several attempts to contact the company at its registered address, before posting a notice in the relevant Gazette of its intention to dissolve the company.
Companies House guidance GP4 provides comprehensive details to the dissolution process, and how a company can be voluntarily or forcefully restored.
More on limited company accountants and a business exit strategy.
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