Restore dissolved company

The Companies Act 2006 has brought in a new provision for limited company to restore a dissolved company through administrative restoration. This is a simplified method of restoring a dissolved limited company without having to go through a court. The cost of administrative restoration is affordable than going through Court restoration process.

Administrative restoration is only possible if your limited company had not previously applied for a voluntary strike off. Another condition is that your limited company must not have been struck off for more than 6 years. Concurrently, you must be in business at the time of your company being dissolved by Companies House.

Documents required to restore your dissolved company

To begin with you would have to bring your company filings up to date at the same time submitting for your administrative restoration application with Companies House.

The filings include the following documents.

  • Confirmation statement (Formerly known as the annual return).
  • Company accounts.
  • Companies House restoration form RT01.
  • Waiver letter from the Treasurer Solicitor.
  • Statutory filing fees payable to Companies House for the above mentioned submissions.

It is best to seek professional help if you are not familiar with Companies House company restoration procedure. You may contact a solicitor or an accountant to help you with this. Some company formation agents also provide such service.

Feel free to contact us if you require help in restoring your dissolved company. Our accountants will handle your restoration application from start to finish for you.

How to avoid Companies House strike off your company

First of all, it is very important that you make sure you could receive mails sent to your company’s registered office address. Companies House will strike off your company where mails and reminders sent to your registered office were returned to them.

For instance, this could happen when you moved office and that office was also your registered office and you forgot to notify Companies House. Understandably moving office is stressful, create a moving office checklist. Your top priority on the checklist is to change your registered office address.

Change registered office and SAIL address

You may change your registered office address with Companies House yourself or you ask an accountant or company formation agent to do it for you. Legally, you must notify Companies House of your new registered office address within 14 days. If you are going to Do It Yourself then you must use the Companies House form AD01.

In circumstances where your new registered office is a virtual office, you must also file the form AD02 to notify Companies House where you keep your company registers. For example, you work from home and you keep your company registers at home. In this case, your home address would be your Single Alternative Inspection Location (SAIL) to specify in your AD02 form.

Likewise, if you subsequently move away working from home to a new office, and your new office address is your registered office and also the place you keep your company registers. In this case, you notify Companies House of the change using the form AD01 and AD04.

Ordinarily, the events that trigger Companies House to take action to remove your company are two things. Either your company’s confirmation statement is overdue or company accounts is overdue or both. Furthermore, you have not responded to the reminders sent to your registered office.

Restore or setup new company

Restore or set up new company options are available if you would like to keep the name of your company that has been struck off by Companies House.

Companies House actively removes company with overdue Confirmation Statement and company accounts. It is your company director’s responsibility to make sure your company’s filings are up to date with Companies House.

Company’s registered office

Companies House would have sent multiple reminders to your company’s registered office address when your company’s confirmation statement or company accounts are overdue. The proposal to strike off would be published in the Gazette if there is still no response from you and your company be struck off eventually after a couple of months.

Therefore it is very important that you keep your company’s registered office up to date and make sure mails sent to that address able to reach you.

Difference between restore or setup new company

The main differences to restore or set up a new company are tabulated below:

CompanyRestoreSetup new
Company namesame nameCan be the same name
Company registration numberExistingNew
Company’s filing historyContinuedStart new

Which option is suitable for you is dependent on your business objectives.

Setup a new company with the same name

Generally speaking, set up a new company is often more affordable than restoring your dissolved company. If your aim is just to keep the company name and the company holds no assets and never traded before then set up a new company may be the best option for you if the cost is your main consideration.

Restore dissolved company

On the other hand, restore your company would be your only option if your dissolved company have been actively trading, holds assets or have contracts under its name. The reasons your company was dissolved was due to overdue company accounts or confirmation statement.

For example, if you have legally binding contracts under your dissolved company name, you must restore your dissolved company because if there is any disputes in court, new company with the same name is not exactly the same contracting party because the company registration number has changed and the company is technical a new entity and separate to your dissolved company.

Voluntary strike off

Take note that if you have voluntarily applied to strike off your company previously, you would not be able to restore your company through administrative restoration. You must apply to court.