Do you want to know more about winding up a company?

The term ‘winding up a company’ is used in multiple insolvency situations and refers to several types of company closure.

It either refers to the process of voluntary winding up, in which the business owners decide to formally close a company that has reached the end of its natural life.

It may also be used to refer to involuntary situations when a creditor such as HMRC is initiating the process of forcing a company into liquidation, with the aim of debt recovery. The creditor may start this process by serving your company a winding up petition.

This article will explain both of the common meanings and their business ramifications.

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Winding up a Limited Company with our without debts

What is Meant by ‘Winding up a Company?’

Winding Up is a term used in business for closing, dissolving or shutting down a company.

Since limited companies are a legal entity in their own right you can’t simply fold the business without taking care of the legal aspects which include selling assets, paying creditors if there are any, and informing companies house of your decision.

Winding up a Solvent Company

To wind up a business in the UK that is solvent, you may want to consider a Members’ Voluntary Liquidation.

This is the correct method of voluntarily liquidating a solvent company with assets. This process best applies to director with assets of 25k or greater (after all debts have been settled)

You can read our comprehensive article here on Members Voluntary Liquidation

Can I just Let the Company Go Dormant instead of Winding it Up?

As long as the company is not currently trading, there is the alternative which is to let it become dormant.

This can be a good solution for tax purposes, assuming there’s no income entering the business. It also requires you to still return an annual income tax and company confirmation statement to Companies House.

What about Striking Off the Company?

If the company is solvent but has assets below 25k, then striking off may be the correct process.

This is a simpler procedure than an MVL and one which can be more cost effective since you do not need an insolvency practitioner to complete the process.

Read our full article on Striking Off a Company from the Register

Winding up an Insolvent Company

If your company is insolvent, then a Creditors’ Voluntary Liquidation may be appropriate.

Offering more control than compulsory liquidation, the CVL process involves the directors choosing an insolvency practitioner who will then liquidate the company. This method offers significant advantages to that of being compulsorily wound up, as we explain below.

Read a full article here on Voluntary Insolvent Liquidation

Compulsory Winding Up by a Creditor

Also known as ‘winding up by the court’, the process of being compulsorily wound up is when a creditor tries to force you to pay them by the threat of a winding up petition, a final demand document that gives you just 7 days to pay up or be shut down permanently.

The Threat of a Winding up Petition

If your company has been issued a winding up petition, you should seek advice, immediately. The directors will start to lose control as soon as the winding up petition is advertised in the Government’s Insolvency Register (The Gazette), and the company bank accounts will be frozen.

We are very experienced at fighting winding up petitions and with HMRC negotiations and we have been successful in doing so. In the majority of cases, we can usually rescue the business, or help to agree on an arrangement with HMRC for substantial limited company tax debts.

Knowing who to trust can be difficult when considering winding up a limited company so make sure you read through our testimonials page. If necessary, we can also arrange for you to speak with some of our previous clients as further testament to the quality of our company winding up services.


Can one director wind up a company?

It is a relatively common situation to find two directors deadlocked about whether voluntarily winding up a company is the right course of action. While one could simply resign and leave the other to continue, it is usually a more complex matter. Business mediation is often required in these scenarios before a course of action can unfold. Two possible solutions are that one director can buys the other out, or it ends in a just and equitable winding up .

How do you close down a limited company?

If the company has assets, and is solvent, the correct method is a members voluntary liquidation. If it is insolvent, choosing creditors voluntary liquidation is the right option.

Do you need a liquidator to wind up a company?

Yes, either voluntary insolvent, voluntary solvent or insolvent liquidation all require the services of an insolvency practitioner.

Can I close limited company without paying tax?

The simple answer is no. All debts, including tax debts, must be settled before it is possible to strike off a company.

Need Advice?

Prefer to talk? Speak with one of our specialist team members today on08000 746 757 to learn more about winding up a company, or alternatively use the live support facility at the bottom of the page to get an answer fast.