A Guide to Company Restoration

20 November 2013

The first thing to do when you learn that your company is being struck off is not to panic! There are people that can help you and ways you can get back on your feet. We can help with any company that has been dissolved or struck off; we will choose the appropriate restoration process for your situation and guide you through the process step by step.

WHY has my company been struck off?

Sometimes registrars at Companies House may strike you off on their own initiative because they think a company is dormant or abandoned. This will happen when

–          Important documents have not been sent to the registrar (such as annual reports).

–          Mail sent to the company has been returned.

–          The company has no registered directors.

You will have chance to prevent your company from being struck off as the registrar will send two formal letters of warning to your head office. The registrar will also publish their intent to dissolve your business in the London Gazette. They will strike off your company within three months if you don’t contact them.  To prevent your company from being struck off you must reply to Companies House with plenty of relevant evidence to prove your company is still trading. You must also get up to date with your paperwork; any forms that they don’t have must be completed and sent as soon as possible. We can help you with your annual company requirements if you are struggling to complete them accurately and on time.

WHAT happens to my assets if my company is dissolved?

From the day of a company’s dissolution any assets they still own will become “bona vacantia”; which means “vacant goods”. These assets are sent to the Crown as they no longer have a legal owner. The company’s bank account is frozen and any credit is passed to the Crown. You can get your assets retuned once you have restored your company, as long as the treasury solicitor has signed a waiver.

HOW do I restore my Company?

There are two ways of restoring your company and being re-registered with Companies House. The first is administrative restoration, whereby an appeal is made on paper to the registrar, and a court order is issued to present a case to the registrar in court. Our company restoration page has a helpful questionnaire to define which form of restoration is best for you. If a company has been dissolved for less than 6 years then often administrative restoration is tried first, and if this is denied then an order of court can be applied for. We can help you prepare no matter what your situation is, and will carefully guide you through the process and prepare the relevant documents for you.

WHICH type of restoration is suitable for my company?  

To be eligible to apply for administrative restoration:

–          Your company must have been struck off the register under sections 1000 and 1001 of the Companies Act 2006, or section 652 of the Companies Act 1985.

–          It must have been carrying on business or operations at the time it was struck off.

–          You must deliver all documents necessary to bring the company up to date, and pay any outstanding late filing penalties.

You are more likely to gain successful restoration if you apply through a court order restoration. This will also save you having to try through administration first. Court orders can deal with companies who had ceased to operate before they were dissolved, and also non-voluntary company dissolution.

To be eligible for a court order restoration:

–          Your company must have been dissolved under Section 1000 or 1003 of the CA2006 and 652 or 652a of the 1985 Act.

–          If your company was dissolved on or after 1st October 2009 then you have up to 6 years to resolve and restore your company.

–          Companies dissolved on or before 30th September 2007 cannot restore their company as they are out of time according to the law.