Striking off your company
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Vic Woodhouse
20A The Mall
Ealing
London
W5 2PJ
Ealing
London
W5 2PJ
Closing down the company is normally a simple process when a company has not traded for three months but:
Matters have to be up to date with H M Revenue & Customs.
We file a Form DS01 Striking off application by a company in which you basically declare that you have complied with Companies Act 2006 legislation.
You need to withdraw all funds from company bank accounts before the company is struck off; see details below.
- You sign a declaration:
- I/We as director(s) / the majority of directors apply for this company to be struck off the Register and declare that:
- i) none of the circumstances described in section 1004 or 1005 of the Companies Act 2006 (being circumstances in which the directors would otherwise be prohibited under those sections from making an application) exists in relation to the company and
- ii) we have complied with the requirements of sections 1006 and 1007 of the Act and have given/will give copies of the application to the people listed in those sections as required.
- The legislation is quite detailed; Companies Act 2006. Please refer to the following links:
- Prohibited:
http://www.legislation.gov.uk/ukpga/2006/46/section/1005 No insolvency activity.
- Complied with:
http://www.legislation.gov.uk/ukpga/2006/46/section/1007 Must notify anyone who becomes a creditor or other interested party after the application is made.
- Companies House advertise the application for striking off in the London Gazette - an official notices newspaper.
- An interested party wishing to object to the striking off must object within two months.
- If there are no objections, the company is stuck off after ten weeks.
- The most likely objectors are H M Revenue & Customs when Corporation Tax returns or VAT returns are not up to date or there are payments outstanding.
- Quite often outstanding returns do not give rise to futher tax but they have to be filed before striking off can proceed without objection.
- When striking off is suspended, the next action by Companies House could be prosecution of the directors for late filing.
- Company filing history at Companies House and banking implications
- Apperaing on the company's filing history:
- The application for striking off: "Application to strike the company off the register"
- The first London Gazette entry advertising the application: "First Gazette notice for voluntary strike-off"
- Your bank may pick this up.
- The second London Gazette entry advertising the final striking off: "Final Gazette dissolved via voluntary strike-off"
- This is about twelve weeks after the first London Gazette entry.
- Your bank will certainly pick this up and freeze any company bank account which may still be open and
- any funds will be Bona Vacantia, vacant goods, ownerless property and will not be available to withdraw.
- Tax on funds withdrawn on striking off:
- Up to £25,000 is treated as Capital Gains.
- Any balance is taxed as income.
Company Compulsory strike-off
Initiated by the Companies House computer
“If the registrar has reasonable cause to believe that a company is not carrying on business or in operation”
- Where:
- Form CS01 Confirmation statement or
- Accounts have not been filed on the due date.
- The legislation; Companies Act 2006. Please refer to the following link:
- Appropriate action:
- File the outstanding documents within the two months allowed by the notice; striking off will be discontinued.
- Email Companies House to tell them that the company is still required. There is no need to demonstrate actual trading so a dormant company can still be retained; striking off will be discontinued.
- File the outstanding documents and accounts; four weeks is usually ok.
- but the procedure to prosecute directors will start if there is too much further delay in filing the outstanding documents and accounts.
- There is not likely to be any valid defence to prosecution because the offence has already taken place after the due filing date; a criminal conviction and fine is virtually certain.
- There is a final 28 days notice to file outstanding documents and accounts notified in the formal threat of prosecution.
- Third alternative: Allow the striking off process to complete.
- Companies House advertise the application for striking off in the London Gazette - an official notices newspaper.
- An interested party wishing to object to the striking off must object within two months.
- The most likely objectors are H M Revenue & Customs when Corporation Tax returns or VAT returns are not up to date; striking off will be temporarily suspended.
- If there are no objections, the company is stuck off after ten weeks.
- "Temporarily" is quite a long time but ultimately the process will restart.
- Company filing history at Companies House and banking implications
- Appearing on the company's filing history:
- The first London Gazette entry advertising the application: "First Gazette notice for compulsory strike-off"
- Your bank may pick this up.
- Strike off "This process cannot be stopped" letter is received at the company Registered Office after just under ten weeks.
- The striking off actually takes place the following Tuesday; eleven weeks.
- The second London Gazette entry advertising the final striking off: "Final Gazette dissolved via compulsory strike-off" after a futher week.
This is about twelve weeks after the first London Gazette entry . - Your bank will certainly pick this up and freeze any company bank account which may still be open and
- any funds will be Bona Vacantia, vacant goods, ownerless property and will not be available to withdraw.
- At the thirteenth week, the striking off entry appears on the Companies House "Filing history" of the company.
