Strike off your limited company

How to voluntarily close your limited company using the DS01 form. Covers eligibility requirements, fees, director signatures, notification duties, and what happens to remaining assets. Includes guidance on the Gazette publication process and how to withdraw an application.

UK-wide
Guide summary

To close your limited company voluntarily, fill in form DS01 and send it to Companies House. Your company must not have traded or owed debts in the last 3 months. You must tell creditors, employees, and shareholders within 7 days. Online applications cost £13, paper £18.

  • Fill in form DS01 to apply for strike-off
  • Your company must not owe debts
  • No trading or asset sales in last 3 months
  • Apply online (£13) or by post (£18)
  • Tell creditors and employees within 7 days
  • Gazette notice takes at least 2 months
  • Do not use if assets exceed £25,000
  • Must dissolve within 2 years of distribution
  • Keep proof of notifying interested parties
  • Check eligibility before applying
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Voluntary strike off is the simplest and cheapest way to close a limited company that has stopped trading. You apply to Companies House using form DS01 to have your company removed from the register.

This process is suitable for solvent companies with no significant assets or debts. If your company has substantial assets to distribute, consider Members' Voluntary Liquidation (MVL) instead, which offers tax advantages.

Before you apply: Ensure your company meets all eligibility criteria. Applying when ineligible is a criminal offence that can result in prosecution.

Eligibility requirements

Your company must meet strict conditions before you can apply for voluntary strike off. These conditions prevent companies from using strike off to avoid creditor obligations or escape legal responsibilities.

When you cannot use voluntary strike off

Do not apply for strike off if any of the following apply:

  • The company has outstanding debts it cannot pay
  • There are ongoing legal proceedings against the company
  • The company is subject to a winding-up petition
  • The company has entered a Company Voluntary Arrangement (CVA)
  • An administrative receiver or liquidator is already appointed
  • The company owns property or significant assets

If your company cannot pay its debts, you should consider Creditors' Voluntary Liquidation (CVL) instead.

Application fees

Companies House charges a fee to process your DS01 application. Online applications are cheaper and processed faster.

Important: Do not pay the application fee from the company's bank account if you are closing the account as part of the strike off process. Use a personal payment method or ensure funds are available before closing the company account.

Director signatures

The DS01 form must be signed by the required number of directors. The signature requirements depend on how many directors your company has.

What if a director refuses to sign?

If one or more directors refuse to sign the DS01 application:

  • For a single-director company: The sole director must sign, so strike off is not possible without their consent
  • For multi-director companies: You need a majority, so one refusal may not prevent the application if you have enough other signatures
  • Consider whether the refusing director has valid concerns about the company's eligibility
  • Seek legal advice if there is a genuine dispute between directors

Notification requirements

Within 7 days of submitting your DS01 application, you must notify all interested parties. Failure to notify is a criminal offence with serious penalties.

How to notify interested parties

Send a copy of the DS01 form (or a letter confirming you have applied for strike off) to each party. Keep proof of notification, such as:

  • Recorded delivery receipts
  • Email read receipts or delivery confirmations
  • Signed acknowledgements

Template wording: "I/We write to notify you that [Company Name] has applied to be struck off the register of companies at Companies House. The application was submitted on [date]. If you wish to object to this application, you may do so by writing to the Registrar of Companies."

The strike off process and timeline

After you submit your DS01 application, Companies House follows a standard process that takes a minimum of 2 months.

Step-by-step process

  1. Submit DS01: Apply online or by post with the required fee
  2. Acknowledgement: Companies House acknowledges receipt
  3. First Gazette notice: Published to invite objections
  4. Objection period: Minimum 2 months for parties to object
  5. Strike off: If no objections, company is removed from the register
  6. Second Gazette notice: Confirms the company has been dissolved

Gazette publications

Strike off notices are published in the official Gazette for the UK nation where your company is registered.

You can search for your company's Gazette notices at thegazette.co.uk. Monitoring the Gazette helps you track the progress of your strike off application.

Pre-dissolution distributions to shareholders

If you have remaining funds in the company, you may distribute them to shareholders before dissolution. The tax treatment depends on the total amount distributed.

Strategic consideration: If you have between £25,000 and £40,000 to distribute, calculate whether the insolvency practitioner costs of MVL (typically £2,000-£6,000) are outweighed by the tax savings. Above £40,000, MVL almost always saves money.

Tax planning considerations

If your company has more than minimal retained profits:

  • Under the threshold: Distributions can be treated as capital, potentially qualifying for Business Asset Disposal Relief at 14%
  • Over the threshold: Distributions are treated as dividends and taxed at dividend rates (see dividend rates above)
  • Significant retained profits: Consider MVL instead of strike off for better tax treatment

Professional advice recommended: If you have more than minimal funds to extract, consult an accountant or tax adviser before proceeding with strike off.

Assets remaining after dissolution

Any assets left in the company when it is struck off become ownerless property (bona vacantia) and pass to the Crown. This includes money, property, and rights the company held.

Avoiding bona vacantia

To prevent assets passing to the Crown:

  • Close all bank accounts and distribute remaining funds to shareholders before dissolution
  • Transfer or sell any property, vehicles, or equipment
  • Assign or terminate any intellectual property rights
  • Collect all debts owed to the company
  • Cancel any insurance policies and claim refunds
  • Notify HMRC and claim any tax refunds before dissolution

Warning: If you discover the company had assets after dissolution, you may need to apply for restoration, which costs significantly more than the original strike off fee.

Withdrawing your application

If circumstances change after you submit your DS01, you must withdraw the application using form DS02.

When you must withdraw

You have a legal duty to withdraw your strike off application if:

  • The company starts trading again
  • The company ceases to meet the eligibility criteria
  • The company becomes insolvent
  • Legal proceedings are commenced against the company
  • A creditor objects and you cannot resolve their concerns

Failure to withdraw when required is a criminal offence.

If someone objects to the strike off

Creditors, employees, shareholders, or other interested parties can object to your company being struck off.

Resolving objections

If an objection is raised:

  1. Companies House will delay the strike off by approximately 6 months
  2. Contact the objecting party to understand their concerns
  3. If the objection relates to unpaid debts, pay them or agree a settlement
  4. If the objection is resolved, the objecting party can withdraw their objection
  5. If you cannot resolve the objection, consider whether strike off is still appropriate

Common objection reasons: Unpaid supplier invoices, outstanding HMRC liabilities, unresolved employee claims, disputed debts, or shareholders not properly notified.

Restoring a company after strike off

If you need to reverse a strike off, there are two restoration routes depending on why the company was struck off.

Note: Administrative restoration using form RT01 is only available if the company was struck off by the Registrar (for failing to file accounts or confirmation statements). If you voluntarily applied for strike off using DS01, you must use court restoration instead.

When you might need restoration

Common reasons for restoring a dissolved company include:

  • Discovering the company owned assets (property, bank balances, intellectual property)
  • Tax refunds due to the company
  • Need to pursue or defend legal claims
  • Outstanding contracts that need to be assigned
  • Creditors need to pursue debts owed by the company

Time limit: Restoration is generally only possible within 6 years of dissolution, except for personal injury claims where there is no time limit.

Final tax obligations

Before applying for strike off, you must settle all tax affairs. HMRC may object to strike off if there are outstanding returns or liabilities. See our guides on closing your PAYE scheme and VAT deregistration.