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How to strike off a limited company

Updated Sources UK company guides · How we make money

To strike off a company in England and Wales, a majority of the directors apply to Companies House on form DS01. The company must not have traded or changed its name in the previous three months, or be facing insolvency proceedings. If nobody objects, it is struck off at least two months after the Gazette notice and then dissolved.

Who can strike off a company

Any company can ask to be struck off and dissolved, but Companies House sets tests. A majority of the directors must apply. With one director, that director applies. With two, both must. With three, at least two must.

You cannot apply if, in the last three months, the company:

  • has traded or carried on business;
  • has changed its name;
  • has made a disposal for value of property or rights that it held for disposal for gain in the normal course of trading. Companies House gives an example: a company that sold apples could not keep selling apples, but could sell the truck it once used to deliver them;
  • has engaged in any other activity, unless it was needed to apply or to decide whether to (for example, getting professional advice or paying the fee), to conclude the company’s affairs (for example, settling trading debts) or to meet a legal requirement.

You also cannot apply while a winding-up petition is waiting to be dealt with, the company is being wound up or is in administration, it has a receiver or manager, or it has an unfinished compromise or voluntary arrangement with creditors or members. Section 1004 and section 1005 of the Companies Act 2006 set out every case. Applying while the company is ineligible is an offence that can bring a fine.

Strike-off is not an alternative to formal insolvency proceedings. Even after a company is dissolved, creditors and others can apply to restore it.

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Strike-off or liquidation

gov.uk describes members’ voluntary liquidation as the route for a company that can pay its debts but that you want to close, and creditors’ voluntary liquidation as the route for one that cannot. Strike-off suits a company that has stopped trading and can pay its debts on time. Our guides cover members’ voluntary liquidation and creditors’ voluntary liquidation in full.

PointStrike-offMembers’ voluntary liquidationCreditors’ voluntary liquidation
FitsA company that has stopped trading and can pay its debts on timeA solvent company: the declaration must show it can pay its debts within 12 monthsA company that cannot pay its debts
Who actsA majority of the directors apply on form DS01A majority of the directors sign a declaration of solvency before a solicitor or notary, and a general meeting within 5 weeks appoints an authorised insolvency practitioner as liquidatorShareholders holding 75% by value agree a winding-up resolution, and the company appoints an authorised insolvency practitioner
RecordsNo liquidator is appointed, so the directors deal with them before dissolution, and the remaining assets then pass to the CrownThe liquidator takes control once appointedThe liquidator takes control once appointed
Official cost, as of November 2026£13 online, £18 on paperThe practitioner’s fees, which we have not researchedThe practitioner’s fees, which we have not researched

What to do before you apply

Companies House says you must close the company down properly first.

  1. Assets. gov.uk says to close bank accounts, transfer domain names and share business assets among the shareholders before the company is struck off. Anything left passes to the Crown, including later payments such as HMRC refunds. gov.uk warns that taking assets out might mean Capital Gains Tax, and that an amount over £25,000 is treated as income and charged to Income Tax. Ask an accountant before you share anything out.
  2. HMRC. Resolve unfinished matters first, such as refunds, because HMRC cannot process or issue refunds to a dissolved company. Send final statutory accounts and a Company Tax Return to HMRC, pay what is owed and cancel the VAT registration if the company stops trading. You do not have to file final accounts with Companies House.
  3. Staff. Follow the redundancy rules, pay final wages or salary and tell HMRC the company has stopped employing people. Our HR1 form guide covers collective redundancies.
  4. People affected. Tell creditors, members, employees and bodies with an interest in the company’s affairs, such as HMRC, local authorities and government agencies.
  5. Debts. A company that cannot pay its debts on time should look at the insolvency routes first. Our guide to closing a limited company compares them.

Steps and dates

StepWhat happensTiming
1A majority of the directors apply on form DS01. As of November 2026 the fee is £13 online by card, or £18 on paper by cheque or postal orderOnce the tests above are met
2Send a copy of the application to members, creditors, employees, pension fund managers or trustees, and directors who did not signWithin 7 days of applying, and within 7 days of anyone later becoming one of those people
3Companies House examines the application. If it is acceptable, it puts it on the public register, writes to the company’s registered office and publishes a Gazette noticeCompanies House sets the date
4If there is no reason to delay, the registrar strikes the company offAt least 2 months after the notice
5A second Gazette notice confirms the dissolutionWhen Companies House publishes it

Notices for companies registered in England and Wales appear in the London Gazette.

If the company changes its mind or stops meeting the tests, withdraw the application immediately, online or by post, using form DS02. Companies House says paper withdrawals take longer to process, so use the online service. Failing to withdraw is an offence. Our DS01 form guide covers the form itself.

Objecting to a strike-off

Any interested party can object after the first Gazette notice. The notice gives the date the company is due to be struck off, and Companies House must receive the objection at least 2 weeks before that date.

If the company has already been struck off, the route is a court order to restore it instead. That is open only in set cases, for example if the company owed you money when it was dissolved.

What dissolved means

A dissolved company has been removed from the Companies House register and no longer legally exists. It can no longer trade. Its bank account is frozen from the date of dissolution, and any money in the account passes to the Crown. Any other assets of the company also belong to the Crown. These ownerless assets are known as bona vacantia, which means vacant goods.

The Crown takes the rest, including payments the company receives later. Getting anything back means restoring the company.

Restoring a struck-off company

Restoring a company puts it back on the register, and a restored company is treated as if it had never been struck off and dissolved. There are two routes.

Administrative restoration is an application to Companies House on form RT01. It is open for up to 6 years from dissolution to a director or member of the company, and the Companies House fees page lists £341 as of November 2026. It is not available if the directors voluntarily applied to strike the company off.

Court restoration is open for a company struck off at its directors’ request. Former directors, members, creditors and others with an interest can apply, generally within 6 years of dissolution, with no time limit for a personal injury claim. In England and Wales the application is a Part 8 claim on form N208. The applicant must serve the Registrar of Companies and the solicitor dealing with bona vacantia assets, and the court asks for that solicitor’s written confirmation that there is no objection. The court may ask the applicant to pay the costs of dealing with any assets that became bona vacantia.

The Insolvency Service says a director may need to restore a company when assets were left undealt with, and that a creditor may restore one to recover a debt. It also says directors of dissolved companies can be investigated and disqualified.

Offences and penalties

Companies House lists four offences:

  • applying to strike off when the company is ineligible;
  • giving false or misleading information in, or in support of, an application;
  • not sending a copy of the application to all relevant parties within 7 days;
  • not withdrawing the application when the company becomes ineligible.

You could receive a potentially unlimited fine on summary conviction or an unlimited fine on indictment. If you fail to give copies with the intention of concealing the application, you could go to prison for up to 7 years and receive an unlimited fine. You may also be disqualified as a director for up to 15 years.

Records and data licences before strike-off

gov.uk says you should keep other business documents, such as bank statements, invoices and receipts, for 7 years after the company is struck off. If the company employed people, it also says to keep copies of its employers’ liability insurance policy and schedule. gov.uk says “should”, so treat this as guidance rather than a legal period. Our guide to how long to keep business records sets out the legal periods.

The records may also be licensable.

Decide what happens to the records before you apply, because the remaining assets pass to the Crown when the company is dissolved. If you plan to license them, the timing needs care. Section 1004 bars an application if the company engaged in other activity in the previous three months, apart from the exceptions above. Section 1009 requires a director to secure withdrawal of the application immediately if, after applying, the company makes a disposal for value of property or rights that it did not need to hold for the application, or takes on activity beyond what the application, its outstanding affairs or the law require. No source we have read says whether granting a data licence falls within either section, and we do not say that it does or does not. Take advice on the order and the dates before you license anything or apply.

Personal data in the records stays under UK GDPR until nobody is reasonably likely to identify the people it relates to. Removing names is not enough, and anonymising is itself processing that needs a lawful basis. Take advice before any records that hold personal data leave the company, and see our guide to anonymising company data.

Check the records before they are destroyed

Some company records can be licensed for AI training. Answer four questions to see whether yours might qualify, without sharing any files.

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Next steps

Check that the company passes the tests, deal with the assets and staff, and settle the records question before you file.

Frequently asked questions

How long does strike-off take?
If nobody objects and there is no reason to delay, Companies House strikes the company off at least 2 months after it publishes the Gazette notice, and a second notice confirms the dissolution. Companies House says paper applications usually take much longer to process than online ones.
What happens to the company's money?
Deal with it before you apply. The bank account is frozen from the date of dissolution, and any money in it passes to the Crown, along with the company's other assets and later payments such as HMRC refunds.
Who must be told about the application?
Within 7 days of applying, the directors must send a copy to members, creditors, employees, managers or trustees of any employee pension fund, and any directors who did not sign. The duty continues until the company is dissolved or the application is withdrawn, so it also covers people who become a member, creditor or employee later.
Can a struck-off company be restored?
Yes, in set cases. If the directors applied to strike the company off, administrative restoration through Companies House is not available and a court order is needed, generally within 6 years of dissolution. Creditors and others with an interest can apply to restore a company too.
Can I strike off a company that has debts?
Companies House says strike-off is not an alternative to formal insolvency proceedings, and a company that is the subject of insolvency proceedings cannot apply. If the company cannot pay its debts on time, look at the insolvency routes first, and tell creditors about any application.

Sources

  1. GOV.UK: Strike off your limited company from the Companies Register
  2. GOV.UK: Close down your company before you strike it off
  3. GOV.UK: Apply to strike off
  4. Companies House: Striking off or dissolving a limited company (updated 4 December 2025)
  5. Companies House: before you apply to strike off your company (updated 1 February 2026)
  6. Companies House fees (updated 25 September 2026)
  7. Companies House: Withdraw a striking off application (form DS02)
  8. Companies Act 2006 s.1004: activity in the previous three months
  9. Companies Act 2006 s.1005: other proceedings not concluded
  10. Companies Act 2006 s.1006: copies of the application
  11. Companies Act 2006 s.1009: circumstances in which the application must be withdrawn
  12. GOV.UK: Liquidate your limited company
  13. GOV.UK: Restore your dissolved company
  14. Companies House: Restoring a company to the register
  15. Insolvency Service: Director information hub, dissolved companies (published 9 January 2025)