Voluntary strike off vs liquidation
There are two main ways to close a company in the UK:
- Voluntary strike off (dissolution) — suitable for companies with no debts, no assets over £25,000, and no ongoing legal proceedings. This is the simpler, cheaper option.
- Members' voluntary liquidation (MVL) — suitable for companies with significant assets (over £25,000). A licensed insolvency practitioner distributes assets to shareholders, with capital gains tax treatment rather than income tax. Costs £1,500-4,000+.
Eligibility for voluntary strike off
Your company must meet all of these conditions:
- Has not traded or sold any stock in the last 3 months
- Has not changed its name in the last 3 months
- Is not subject to any insolvency proceedings
- Has no outstanding agreements with creditors (e.g. a Company Voluntary Arrangement)
Step-by-step process
Step 1: Settle all obligations
- File all outstanding accounts and confirmation statements with Companies House
- File all outstanding Corporation Tax returns with HMRC
- Pay all outstanding taxes, including any final Corporation Tax, VAT and PAYE
- Close the company's bank accounts and distribute any remaining cash to shareholders (up to £25,000 — beyond this amount, use an MVL for better tax treatment)
- Cancel any VAT registration
- Deregister from PAYE if applicable
Step 2: File form DS01
The application to strike off is form DS01. It can be filed online through Companies House WebFiling or on paper. The filing fee is £8 onlineor £33 on paper.
The form must be signed by a majority of the company's directors. Within 7 days of filing, you must send a copy of the application to all members (shareholders), employees, creditors, managers or trustees of any employee pension fund, and any directors who did not sign.
Step 3: Wait for the Gazette notice
Companies House will publish a notice in The Gazette giving the public 2 months to object. Common objectors include HMRC (if there are outstanding tax matters), creditors, and former employees.
Step 4: Company is dissolved
If no objections are received after 2 months, Companies House will publish a second Gazette notice and the company will be dissolved. The entire process typically takes 3-4 months from filing DS01.
Timeline summary
| Stage | Duration |
|---|---|
| Settle debts and file outstanding returns | Varies (do this first) |
| File DS01 | Day 1 |
| Send copies to stakeholders | Within 7 days |
| First Gazette notice published | ~2 weeks after filing |
| Objection period | 2 months |
| Second Gazette notice + dissolution | ~2 weeks after objection period |
| Total | 3-4 months |
What happens to remaining assets?
Any assets not distributed before dissolution become "bona vacantia" — property of the Crown. This includes money in bank accounts, intellectual property, and physical assets. This is why it is essential to distribute everything before filing DS01.
If you discover assets after dissolution, you can apply to restore the companyto the register (via court order or administrative restoration). This costs £400+ and can take several months.
HMRC objections
HMRC is the most common objector to strike-off applications. They will object if there are outstanding Corporation Tax returns, unpaid tax, or open VAT registrations. To avoid delays:
- File all CT600 returns before applying
- Pay any outstanding tax
- Deregister for VAT and PAYE
- Write to HMRC confirming the company has ceased trading
Withdrawing a strike-off application
If circumstances change, you can withdraw the DS01 by filing form DS02. This must be done before the final dissolution. Once dissolved, the company ceases to exist and can only be restored through formal proceedings.
Alternatives to strike off
- Make the company dormant — if you might want to use it again in future. See our dormant company guide.
- Members' voluntary liquidation — if assets exceed £25,000, for better tax treatment.
- Sell the company — if it has value (brand, contracts, or a trading history).
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