Company Strike Off and Dissolution Explained: UK Process, Requirements & Alternatives
Striking off a company, also called dissolving it, means asking Companies House to remove it from the register of UK companies. Once that’s done, the company no longer exists in law.
If you’re wondering whether to close your company this way, it’s the right route once the company has stopped trading and paid what it owes. The application costs £13 online, and the company is normally dissolved about three months later. Striking it off won’t clear any debts it still has, however.
Closing a company you’ve built is a big decision, and it’s one you’ll want to get right the first time. It helps to know that the company’s debts don’t become yours when it’s dissolved. The usual exceptions are a guarantee you signed and money you took out and haven’t repaid. Claims for wrongdoing are a separate matter.
Any debts stay with the company, even though it no longer exists. A creditor, HMRC included, can object before the company is dissolved. For six years afterwards, a creditor can also ask the court to bring the company back, with its debts.
If your company owes money it can’t pay, a liquidation is the formal way to deal with it. Be wary of any firm that offers to close your company for a low fixed fee without asking what it owes. A strike-off over unpaid debts can lead to a restored company, a liquidator’s questions and a disqualification inquiry.
When a director asks me about strike-off, the first thing I want to know is whether the company owes anything at all. That includes tax it hasn’t yet been asked to pay.
Key Takeaways
- You apply to strike off on form DS01, which costs £13 online or £18 on paper. Companies House then advertises it in The Gazette, the official public record.
- You can’t apply if the company has traded, sold stock or changed its name in the last three months. Nor can you apply if it’s in liquidation, administration or a Company Voluntary Arrangement.
- Anyone owed money has two months from the Gazette notice to object. After dissolution, a creditor has six years to ask the court to restore the company.
- Anything the company still owns at dissolution, its bank balance included, passes to the Crown. So a solvent company pays its money out to shareholders before it applies.
- If shareholders take out more than £25,000 in total before strike-off, all of it is taxed as income rather than as capital.
When Is Strike-Off the Right Route for Your Company?
Strike-off (in the Companies Act, “voluntary striking off”) suits a company whose business has genuinely finished and which owes nobody anything.
The whole procedure assumes nobody is owed money. That’s why Companies House advertises the application, so that anyone with a claim can come forward. Before you apply, check the company against the list below. The first point is practical. The rest come from the Companies Act 2006 and the Companies House guidance:
- No outstanding debts to any creditor, including HMRC, suppliers, landlords and lenders
- No liquidation started or threatened, and no winding-up petition waiting to be heard
- No trading, and no sale of stock, in the last three months
- No name change in the last three months
- No Company Voluntary Arrangement or other agreement with creditors, and not in administration
The three-month rules come from section 1004 of the Companies Act 2006. Applying while you break one of them is an offence, so check the date of your last sale before you file. If the company trades or changes its name after you apply, you must withdraw the application.
The same section still lets you finish winding down. Paying off a debt from your trading days doesn’t count as trading, so settling the last supplier invoice won’t restart the three months.
Tax sits outside the list, because it changes what the route costs rather than whether you can use it. If the shareholders will take out more than £25,000 in total, you can still strike off. The money is simply taxed differently, which the section on assets below explains.
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If your company has retained profits or assets, a Members’ Voluntary Liquidation may be a tax-efficient way to close and distribute the remaining value.
Speak directly with an experienced licensed insolvency practitioner about whether an MVL is suitable, what it will cost and how the process works.
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When Is Strike-Off the Wrong Route?
Strike-off is the wrong route if your company owes money it can’t pay, owes its staff wages or holds assets worth keeping. Dissolution removes the company without dealing with any of those things.
When you ask us about strike-off, we go through the company’s creditors with you one by one, because a single one can stop the application. In each of the situations below, strike-off isn’t realistic.
Your company owes HMRC. Unpaid Corporation Tax, VAT or PAYE (the tax and National Insurance taken from wages) gives it grounds to object. The dissolution is then suspended for as long as the objection stands.
An unfiled return or a VAT registration left open can also prompt an objection, even where the tax itself has been paid. If HMRC is among your creditors, we ask for the company’s latest HMRC statements first. They show what HMRC thinks is owed, which isn’t always what your own books say.
There’s an outstanding Bounce Back Loan. The lender has to be sent a copy of the application, and it can object. If the company is dissolved anyway, the lender can apply to restore it.
The scheme’s rules barred personal guarantees on these loans, so the debt stays with the company. Restoring the company is how the lender gets back to it. Our guide to dissolving a company with a Bounce Back Loan covers this in more detail.
Creditors are chasing payment. Any creditor who sees the Gazette notice can object, and one valid objection puts the application on hold. Applying in order to avoid paying them is riskier still. The Insolvency Service can treat it as unfit conduct when deciding whether to seek a director’s disqualification.
The company has employees. Staff owed wages, holiday pay or notice pay can only claim from the government’s National Insurance Fund after a formal insolvency. A strike-off isn’t one. Dissolving the company leaves them with a claim against a company that no longer exists.
The company has assets worth keeping. Whatever the company owns when it’s dissolved passes to the Crown as bona vacantia, which means ownerless property. That covers the bank balance, vehicles, property and intellectual property. Getting any of it back means restoring the company or applying to the bona vacantia office. Either costs far more than paying it out properly first.
If any of these applies to you, we’ll tell you plainly that strike-off isn’t the right route, and explain what would work instead.
How Do You Strike Off a Company, Step by Step?
Filing the form takes minutes online. The steps that carry legal duties come either side of it: the directors’ agreement before you file, and the copies you must send afterwards.
1. The directors agree to apply. A majority of the directors must agree, and if there are only two, both must. A board minute recording the decision is good practice. If you’re a sole director, you can simply record it yourself.
2. File form DS01 with Companies House. The DS01 is the application to strike off and dissolve the company, and the same majority of directors signs it. Through the Companies House online service the fee is £13, and on paper it’s £18.
3. Send copies within seven days. Within seven days of filing, you have to send a copy to each of these people. The same goes for anyone who joins one of these groups before the company is dissolved:
- All shareholders (members) who didn’t sign the application
- All directors who didn’t sign the application
- All creditors, including HMRC, banks and suppliers, and anyone likely to become one
- All employees
- Any managers or trustees of employee pension funds
Section 1006 of the Companies Act 2006 makes sending those copies a legal duty. Missing one is an offence punishable by a fine. If the aim was to hide the application from someone who might object, the penalty can be up to seven years in prison.
4. Companies House publishes a notice in The Gazette. Once the DS01 is accepted, the first notice appears in The Gazette. From that date, any creditor, shareholder or other interested party has two months to object.
5. If nobody objects, the company is dissolved. A second notice confirms that the company has been struck off the register. From that date it no longer exists as a legal person, and its bank account is frozen.
Documents and Approvals You Need to Strike Off
Striking off needs one form and the directors’ agreement. Most of the preparation is on the tax side, though. HMRC may need to hear from you three times before you apply: for Corporation Tax, for VAT and for payroll.
- DS01 form: signed by a majority of the directors, and available through the Companies House online service.
- Directors’ agreement: a majority of the directors, or both if there are only two, with a board minute as the usual record.
- Accounts and confirmation statements: file anything already overdue at Companies House first, because outstanding filings can delay or block the application.
- Final Company Tax Return: tell HMRC the company has stopped trading. The final CT600 (the Company Tax Return form) is due within 12 months of the end of the last accounting period.
- VAT deregistration: a VAT-registered company should deregister before or alongside the application.
- PAYE scheme closure: a company that ran a payroll needs to close its PAYE scheme with HMRC.
- Copies of the DS01: sent to everyone on the notification list within seven days of filing.
Before anyone files a DS01, I’d want to see the final tax return submitted and the VAT registration cancelled. Those are the loose ends that give HMRC a reason to object. An objection then holds the strike-off up until they’re dealt with.
How Long Does Strike-Off Take?
A strike-off that nobody objects to takes about three months from filing the DS01. Most of that time is the two-month Gazette notice, which is set by law and can’t be shortened.
| Stage | Timing |
|---|---|
| DS01 checked by Companies House | Usually a few weeks; Companies House writes to say whether the form is accepted |
| First Gazette notice published | Starts the two-month objection window |
| Objection period | At least two months from the first notice (statutory) |
| Second Gazette notice and dissolution | Soon after the two months end, if nobody has objected |
It’s sensible to allow three to four months, since Companies House checks the form before the notice goes out. An objection changes the timetable completely. The application then waits until the returns are filed and the tax is agreed.
If your company has debts and you want a fixed end point, consider a Creditors’ Voluntary Liquidation (CVL). In a CVL, a licensed insolvency practitioner deals with the creditors, so the closure isn’t left waiting on them.
Your exposure doesn’t end at dissolution either, because a creditor can still apply to restore the company. If HMRC does that, the unpaid tax comes back with it.
How Much Does It Cost to Dissolve a Company?
Dissolving a company costs £13 online or £18 on paper in Companies House fees. We checked both figures on the Companies House fees page on 11 November 2026. What you pay on top depends on the state the company is in when you apply:
- Clean company, no debts, filings up to date: £13 online or £18 on paper. You can file the DS01 yourself without paying anyone else.
- Using a filing agent: some company formation firms will file the DS01 for a fee on top of the £13. It’s the same legal process, with someone else filling in the form.
- Overdue accounts or tax returns: an accountant’s fee to prepare and file them first. The cost depends on how far behind the records are.
- Settling with creditors: if debts must be paid or settled before you apply, the cost is whatever is owed or agreed.
- A strike-off that goes wrong: if a creditor restores the company, you face the original debt with penalties added. There’s also the £326 court fee for a restoration claim (form N208 in England and Wales), plus legal fees.
Setting £13 against the price of a liquidation is only a fair comparison for a company that owes nothing.
Where there are debts, a strike-off that fails adds cost rather than saving it. The filing and the accountant’s work are wasted, and a liquidation may follow anyway. Penalties and interest build up in the meantime.
What Happens to Debts, Assets and Bank Accounts at Strike-Off?
Dissolution ends the company, but it doesn’t end its debts or any guarantee you signed for them. Whatever the company still owns passes to the Crown.
Debts. Dissolution doesn’t write off what the company owes. Under section 1030 of the Companies Act 2006, any creditor still owed money can apply to the court to restore the company within six years. An application to bring a personal injury claim against the company can be made at any time. The court can still refuse it if the injury claim itself is out of time.
A restored company is treated as if it had never been dissolved. Its debts can be enforced again, and it’s back on the register with its accounts and returns to bring up to date.
Personal guarantees. You don’t become liable for the company’s debts because it’s been dissolved. A personal guarantee you signed is different, because it’s a separate promise of your own. If the company doesn’t pay a guaranteed lease, supplier account or loan, the creditor can pursue you directly.
The same goes for an overdrawn director’s loan account, which is money you took from the company and haven’t repaid. A restored company, or a liquidator, can ask you to pay it back.
Assets. Anything the company owns at the moment of dissolution becomes bona vacantia and passes to the Crown. That includes bank balances, property, vehicles, intellectual property and money other people owe the company.
If more than £25,000 in total goes to shareholders before strike-off, HMRC’s rules for distributions before strike-off tax the whole amount as income. That’s all of it, not just the part above £25,000. The limit applies to all the shareholders together, not to each one.
Above that figure, a members’ voluntary liquidation usually keeps capital treatment, subject to an anti-avoidance rule. Whether its fee is worth paying depends on how much there is to distribute and on each shareholder’s tax position.
Bank accounts. The company’s bank account is frozen from the date of dissolution. I’d tell you to pay the last bills, distribute what’s left and close the account yourself before the company is dissolved.
Recovering money after dissolution means applying to the Crown’s bona vacantia office, or restoring the company. Both take time and cost money.
Risks of Getting Strike-Off Wrong
None of the risks below ends when the company is dissolved. Each one works either through restoring the company or through you as its director.
HMRC restoration. HMRC can apply to restore a dissolved company that still owes tax. Once the company is back on the register, the tax, interest and penalties are all live again.
Personal liability. Payments or transfers made before strike-off to keep money from creditors can be investigated. If the company is restored and put into liquidation, the liquidator can challenge them under the Insolvency Act 1986. A director can then be ordered to make good the creditors’ loss.
Director disqualification. Until February 2022, a company dissolved by strike-off had to be restored before its directors could be disqualified as unfit. The court’s power under section 6 of the Company Directors Disqualification Act 1986 needed an insolvent company.
The Rating (Coronavirus) and Directors Disqualification (Dissolved Companies) Act 2021 removed that step from February 2022. The Insolvency Service can now investigate the directors of a dissolved company directly. A director disqualification order can last from 2 to 15 years.
Bounce Back Loan investigations. The government has funded dedicated investigation of Bounce Back Loan fraud and misuse. In a CVL, the licensed insolvency practitioner reports on how the loan was used. That gives you a record to point to if questions are asked later.
Creditor restoration. The creditor decides whether to restore the company. The creditor pays for the court application. If it succeeds, the company’s debts can be enforced again.
Strike-Off When the Company Has Employees
A strike-off makes it much harder for staff who are still owed money to claim from the government’s scheme. For unpaid wages, holiday pay and notice pay, it only pays after a formal insolvency.
In a CVL, the liquidator makes the staff redundant. They can then claim redundancy pay, unpaid wages, holiday pay and notice pay from the National Insurance Fund. GOV.UK says those claims are usually paid within six weeks.
A strike-off isn’t an insolvency, so the Redundancy Payments Service can’t pay their unpaid wages, holiday pay or notice pay. Redundancy pay may still be claimable, but often only after a tribunal award. They’re left with claims against a dissolved company, which they can only pursue by restoring it.
If your company can’t pay its staff, I’d steer you towards a liquidation, because that’s the straightforward way for them to claim from the scheme. It can also protect you if you were genuinely employed by the company, depending on the facts.
Alternatives: When Liquidation Is the Better Route
Once your company has debts it can’t pay, liquidation is the better route. The usual process is a Creditors’ Voluntary Liquidation (CVL). A licensed insolvency practitioner sells what the company owns, deals with the creditors and then closes it.
A CVL costs a good deal more than £13. The licensed insolvency practitioner we work with charges a fixed £3,500 plus VAT for a straightforward case. Other costs add £500 to £1,500, paid from the company’s assets where there are any.
The comparison looks different once you count what a liquidation gives you that a strike-off can’t:
- Redundancy pay. Staff can claim statutory redundancy pay from the National Insurance Fund once the company is in liquidation. A director who was genuinely employed may qualify too, depending on the facts. After a strike-off, staff may first need a tribunal award.
- An end to the creditors’ claims. A CVL deals with every creditor through a formal process. Once it’s complete, there’s far less reason for anyone to restore the company.
- The record of your conduct. The liquidator will still report on how you ran the company. Formal liquidation is the proper way to deal with creditors. Dissolving a company to avoid them is the conduct the Insolvency Service looks for.
Strike-off is the sensible choice for a solvent company with nothing left to settle. For a company that can’t pay its debts, it’s unlikely to stay cheaper once objections, restoration and penalties are counted.
If you’re not sure whether your company is insolvent, the free insolvency test checks the position first. Our guide to closing a limited company compares every route. If you’d like to go through your own figures, you can talk it through with us.
FAQs on Company Strike-Off and Dissolution
Can I strike off a company with debts?
You can file the DS01, but the Gazette notice exists to catch exactly that. Any creditor, HMRC included, can object and halt the application. Getting the company dissolved doesn’t clear the debts, which stay with it.
Our guide on whether you can be sued after your company is dissolved covers what follows. For an insolvent company, a CVL is the formal way to deal with the debts.
How much does it cost to strike off a company?
Companies House charges £13 online and £18 on paper. A company with nothing outstanding pays nothing more. An accountant’s fee comes on top if the accounts, final tax return or VAT deregistration still need doing.
How long does company strike-off take?
It takes about three months if nobody objects. Companies House checks the form first, then can’t dissolve the company until two months after the Gazette notice. An objection holds everything up until it’s resolved.
What happens to a Bounce Back Loan if the company is struck off?
The loan stays with the company. The lender can object to the strike-off, or apply to restore the company after dissolution. Bounce Back Loans couldn’t be personally guaranteed, but a director who misused one can still face personal claims.
That’s why a CVL, with its formal record of how the loan was used, is the safer route.
Will company debts become my personal debts after strike-off?
No, not automatically. A limited company’s debts belong to the company, so dissolving it doesn’t move them onto you. The main exceptions are a personal guarantee you signed and an overdrawn director’s loan account.
HMRC and the courts have other powers where there was wrongdoing, once the company is restored or investigated.
Can HMRC object to strike-off?
Yes. HMRC can object if the company owes Corporation Tax, VAT or PAYE, or has returns outstanding. The dissolution is then suspended until the tax position is sorted out.
What happens to the company bank account after strike-off?
Any money still in the account when the company is dissolved belongs to the Crown. So move the money out and close the account before the company is dissolved. Getting it back later means an application to the bona vacantia office or a restoration.
Can a struck-off company be restored?
Yes, but a company struck off on its own DS01 can only come back by court order. A former director or member, a creditor or another interested party can apply.
Restoration through Companies House alone is only available where the registrar struck the company off. Its debts and filing duties come back with it.
Do I still need to file accounts and tax returns during strike-off?
Yes, because the company’s filing duties carry on until it’s dissolved. HMRC needs final statutory accounts and a final Company Tax Return. Final accounts don’t have to go to Companies House.
Any annual accounts that fall due before dissolution still do, however. An unfiled return gives HMRC grounds to object.
What is bona vacantia?
Bona vacantia means “ownerless goods”. It’s the legal label for whatever a dissolved company still owned, which passes to the Crown. The Bona Vacantia Division of the Government Legal Department handles these assets in England and Wales.
Recovering them is possible, but it takes a formal application and success isn’t guaranteed.
Does the £25,000 tax limit stop me striking off a company with more money in the bank?
No. The £25,000 figure is a tax limit, not a Companies House condition, so you can still apply. It decides whether the money shareholders take out is taxed as capital or as income.
That’s why a solvent company with more to distribute often uses a members’ voluntary liquidation instead.
Is strike-off the same as liquidation?
No. Strike-off is an administrative process for closing a company that has stopped trading and owes nothing. Liquidation is a formal process run by a licensed insolvency practitioner.
The practitioner deals with the creditors, reports on the directors’ conduct and gives employees access to the government redundancy scheme. A solvent liquidation is the formal route for a company that can pay everyone. A company with debts it can’t pay belongs in insolvent liquidation.
Related Guides
- How to Close a Limited Company: every closure route compared, solvent and insolvent.
- Members’ Voluntary Liquidation: the formal route when there’s more than £25,000 to pay out.
- Creditors’ Voluntary Liquidation: the route when the company can’t pay what it owes.
- Can I Liquidate a Dormant Company?: strike-off, liquidation or staying dormant.
