It will be publically advertised in one of the three official UK Gazettes—London, Edinburgh, or Belfast. Gazette Notices are in the public record for the following reasons:
It alerts suppliers, financial institutions, creditors, and other stakeholders to your company’s potential dissolution
It provides an opportunity for interested parties to object to the strike-off
In addition to the notice, Companies House will send a letter to your company’s registered address.
What Does it Mean to be Compulsorily Struck off the Register at Companies House?
Compulsory strike-off, also known as compulsory dissolution, is the process by which Companies House removes a company from the official register of companies. This action is taken when Companies House believes a company is no longer in operation or has failed to meet its legal obligations.
When a company is compulsorily struck off, it ceases to exist as a legal entity. This means the company can no longer trade, own assets, or enter into contracts. Any assets still owned by the company at the time of striking off become “bona vacantia” – they pass to the Crown.
Why Might You Receive a First Gazette Notice for Compulsory Strike Off?
HMRC typically issues a First Gazette Notice for Compulsory Strike Off when your company fails to meet its statutory obligations. This occurs for one of the following reasons:
How Long Have You Got To Respond to the Compulsory Strike Off Notice?
After the First Gazette Notice is published, the company has three months to respond or rectify the issues that led to the notice. If no response is received or the issues are not resolved within this period, a final notice is issued, and the company is struck off the register shortly thereafter.
However, be aware that legal challenges or objections from creditors can extend this timeline.
What Steps Can you Take to Resolve a Compulsory Strike Off Notice?
If you’re a director who has received a first Gazette notice for compulsory strike-off, you need to act quickly. Here’s what you should do:
Identify the reason: Check the notice to understand why Companies House has initiated the strike-off process. It’s often due to missed filings or suspicion that your company is no longer trading.
File missing documents: If you’ve fallen behind on paperwork, submit it immediately. This typically includes overdue annual accounts and confirmation statements. Use the Companies House online service for fastest processing.
Prove active trading: If your company is still in business, provide evidence. This could include recent bank statements, invoices, or details of ongoing contracts. The goal is to show Companies House that your company is still operational.
Update company details: Ensure all information at Companies House is current. Verify your registered office address and director details are correct. Any discrepancies could lead to further complications.
What are the Consequences of Ignoring a First Gazette Notice?
Ignoring a First Gazette Notice will lead to the company’s dissolution, which means it ceases to exist as a legal entity.
This means:
You can no longer trade under the company name
Any contracts become void
Your company bank accounts will be frozen
All company assets become “bona vacantia” (ownerless property) and revert to the Crown.
Your creditors can no longer claim debts unless they apply to restore the company to the register.
Can I Just Accept the Strike Off?
If your company has no outstanding debts, liabilities, or assets, and you no longer wish to continue trading, accepting the strike off may seem like an easy solution. By not taking action after receiving the First Gazette Notice, you are effectively consenting to the company’s dissolution.
However, it’s crucial to ensure that all loose ends are tied up before allowing the strike off to proceed. This includes settling any outstanding tax obligations, closing bank accounts, and ensuring that no legal proceedings are pending against the company.
It’s important to note that attempting to use this process to escape debts is not valid. HMRC has officers who monitor strike-off notices and will issue an objection if the company owes tax arrears or other debts.
If you have any doubts or concerns about the potential consequences of accepting the strike off, it’s best to seek professional advice from an insolvency practitioner such as ourselves. We can help you assess your specific situation and determine the best course of action.
What if We Have Debts?
If your company has outstanding debts, accepting a compulsory strike-off isn’t advisable. Here’s why:
Creditors, including HMRC, will likely object if they’re aware of unpaid debts. Even if struck off, your company can be reinstated up to 20 years later to pursue debts.
The right choice to close a company with debts is voluntary liquidation. This formal process ensures fair treatment of creditors and offers better protection for directors.
Expert Advice is at Hand
If your strike off issues are related to a company you feel is in financial difficulty, please call one of our expert company debt advisors to learn more about your options. We specialise in practical, no-jargon advice for directors in difficult circumstances.
Our experts have helped thousands of directors find the best path forward. Get the support you need – chat with us live during working hours or call 0800 074 6757 today.
FAQs on First Gazette Notice for Compulsory Strike-Off
Can I continue trading after receiving a First Gazette Notice?
Yes, you can continue trading while addressing the issues raised in the notice. However, it’s crucial to rectify the problems promptly to avoid dissolution.
Will a First Gazette Notice affect my company’s credit rating?
A First Gazette Notice can affect your company’s credit rating. Even if quickly cancelled, credit agencies may pick up on this information. Financial institutions and credit providers often view it as a risk factor, which can lead to immediate consequences such as reduced credit limits on existing facilities.
What happens if I miss the three-month response window?
If you miss the deadline, your company will likely be struck off. However, you may still be able to apply for administrative restoration within six years.
Can a First Gazette Notice be cancelled once issued?
Yes, if you address the issues and Companies House is satisfied with your response, they can cancel the strike-off process.
References
The primary sources for this article are listed below, including the relevant laws and Acts which provide their legal basis.
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