Striking off a company that never traded
You can use a process called Strike Off or Voluntary Dissolution to close a limited company or limited liability partnership that never traded. The process is cheap, straightforward and can be completed quickly. You can apply online or submit the DS01 paper form if you cannot access the online service. You’ll need to pay a small fee and ensure the majority of the directors (if there’s more than one) sign the application.
If Companies House accepts the application, it will publish a notice in the Gazette to allow interested parties, such as creditors, employees and other stakeholders, to object to the Strike Off. This should be a formality as the company never traded. When the two-month notice period ends, the company will be struck off the official register at Companies House and it will cease to exist as a legal entity.
How does Companies House process your Strike Off application?
Companies House will review your application to make sure it has been completed correctly and meets its requirements. That includes ensuring the company has not traded, changed its name or engaged in any other activity in the last three months. It will then:
- Send you an acknowledgement confirming your application has been accepted.
- Publish a notice of your intention to close your company in the appropriate Gazette. The Gazette is an official public record that publishes statutory notices. The notice will be published in the London, Belfast or Edinburgh Gazette depending on whether your company was incorporated in England and Wales, Northern Ireland or Scotland.
- If no one objects, a second notice will be published in the Gazette to confirm the company has been dissolved.
Don’t Fall Foul of Unqualified AdviceWho should you inform of the company’s closure?
You must inform any company shareholders within seven days of submitting the Strike Off application to Companies House. You must also tell any directors who didn’t sign the application that the process is going ahead.
There’s no requirement to inform HMRC as Companies House will advise it of your application and notify it once the company has been dissolved. You will be advised if anything is outstanding, but as the company never traded, your tax affairs should be up to date.
Can you leave a company that has never traded dormant?
If you think there’s a chance you may trade the company in the future, you can leave it dormant rather than closing it. The benefit is that if you do need it again, you can progress quickly without going through the company registration process.
Leaving a company that has never traded dormant is also an effective way of protecting a business name that you may want to use in the future. If you were to close the company, another business could register the name and prevent you from using it.
As your company has never traded, it is already considered dormant for Corporation Tax purposes. However, you must file annual accounts and a confirmation statement with Companies House. Companies House can strike it from the register if you don’t make those filings.
Is Strike Off right for my company?
Strike Off is the best way to close a company that has never traded. If your business traded for a time and has assets or outstanding debts, a Members’ Voluntary Liquidation (MVL) or Creditors’ Voluntary Liquidation (CVL) may be more appropriate.
A Members’ Voluntary Liquidation can be more tax-efficient if you have valuable assets or retained profits to distribute to the shareholders. On the other hand, if the company has debts it cannot pay, Creditors’ Voluntary Liquidation ensures the debts and creditors are dealt with properly to reduce the risk of financial or legal repercussions.
At Company Closure, we can independently assess your business, advise you on the right course of action based on its financial and operational position, and close it on your behalf. Get in touch for a free consultation or arrange a meeting at one of our offices throughout the UK.
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With multiple offices across the UK and a vastly experienced team of business closure experts, you are never far away from the advice you need. Our Licensed insolvency practitioners provide free consultations to all directors and shareholders, and can quickly ascertain which closure method is best for your business.
We are licensed by recognised professional bodies and have helped thousands of directors over many years. Contact us today for your free company closure consultation.
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