Striking off a company: the DS01 process and when not to use it

What voluntary strike off does

Voluntary strike off is the procedure under section 1003 of the Companies Act 2006 by which a company asks the Registrar of Companies to remove it from the register. Once the Registrar publishes the final notice in the Gazette the company is dissolved: it ceases to exist as a legal person, cannot own property, cannot sue or be sued, and its bank accounts are frozen.

It is designed for a company that has finished, has nothing left in it and owes nobody anything. Used for that purpose it is cheap and quick. Used to make debts disappear it fails, for three reasons that section 1003 itself sets out or that later law has added. Dissolution does not touch the liability of any director or member, which may be enforced as if the company had never been dissolved. The court keeps its power to wind the company up. And a creditor who was not paid can have the company restored to the register, after which a liquidator asks the questions the directors hoped to avoid.

The conditions in sections 1004 and 1005

Section 1004 stops an application being made if at any time in the previous three months the company has changed its name, traded or otherwise carried on business, or disposed for value of property it held for the purpose of disposal in the course of its business. Paying a liability incurred while trading does not count as trading, so a company can settle its last bills in the three months without restarting the clock. Activity needed to make the application, to wind up the company's affairs or to comply with a statutory requirement is also allowed. Making the application in breach of section 1004 is an offence.

Section 1005 stops an application where an insolvency process is on foot or has been proposed: a company voluntary arrangement, an administration or an interim moratorium pending one, a winding up or a petition for one, a receiver or manager over the company's property, or a scheme or restructuring plan under Parts 26 or 26A that has not concluded. A company in any of those needs the process to end before it can apply.

The gov.uk guidance adds the practical points: the company must not be threatened with liquidation and must have no agreements with creditors such as a CVA. What the statute does not say, and what many directors assume, is that the company has to be solvent. The protection for creditors is the notice requirement and the right to object, which is why the next two sections matter more than this one.

The DS01 form, the fee and the Gazette

The application is made on form DS01, signed by the directors or, where there are more than two, a majority of them. Companies House asks for it to be filed online through its close a company service, with the paper form reserved for companies that cannot. On 22 September 2026 the Companies House fee is £13 online and £18 by post, and a paper application cannot be paid for with a cheque from the company's own account.

The Registrar publishes a notice in the Gazette saying that the company may be struck off and inviting objections. Section 1003 prevents the Registrar acting until two months have passed from that notice. If nothing has stopped it by then, a second notice is published and the company is dissolved on publication. The application can be withdrawn at any point before that if circumstances change.

Before the DS01 goes in, the company should have paid its final wages, told HMRC it has stopped employing people, filed its final accounts and Company Tax Return, paid its Corporation Tax and any other liabilities, closed its bank account and distributed what is left to the shareholders. Gov.uk asks the company to keep its records, including its employers' liability insurance details, for seven years after the strike off.

Telling creditors and members within seven days

Section 1006 requires the directors who made the application to give a copy of it, within seven days from the day it is made, to every member, every employee, every creditor, every director who did not sign, and the managers or trustees of any employee pension fund. This is the creditors' protection, and the penalties reflect that.

Failing to do it is an offence. Where the failure is with the intention of concealing the application from the person concerned, the offence is aggravated and carries up to seven years' imprisonment on indictment. The defence is proving that all reasonable steps were taken to perform the duty, which in practice means keeping a record of who was sent what and when.

The word creditor includes HMRC, the bank, the landlord, a supplier with an unpaid invoice, an employee owed holiday pay, a lender under a Bounce Back Loan, and anybody with a claim against the company even if it is disputed.

Objections and how HMRC suspends a strike off

Anybody with an interest can object to the Registrar during the two months. Creditors object by writing to Companies House with evidence of the debt. The usual objectors are creditors who were not told, and HMRC.

HMRC's own manual describes the routine. Where HMRC has an outstanding liability or a return it is waiting for, it objects, and the objection suspends the strike off. HMRC's debt management office then pursues the debt up to about a month before the proposed dissolution date, and if arrears remain it asks for the objection to be sustained for a further six months. The cycle repeats until the debt is paid, the returns are filed, or HMRC decides to petition to wind the company up instead.

An objection suspends the application. The application stays open, and once the objector is satisfied the Registrar can proceed. But a company that finds itself suspended with a creditor it cannot pay has its answer to whether strike off was the right route, and the honest next step is a creditors' voluntary liquidation.

Assets left behind go to the Crown

Section 1012 of the Companies Act 2006 provides that all property and rights vested in or held on trust for the company immediately before dissolution are bona vacantia, which means ownerless goods, and belong to the Crown, the Duchy of Lancaster or the Duke of Cornwall depending on where the company was registered. In Scotland the property passes to the King's and Lord Treasurer's Remembrancer instead.

That includes the balance in the bank account, which is frozen on dissolution, any debt owed to the company, any deposit held by a landlord, intellectual property, and any land the company still owned. A lease in the company's name passes too. None of it can be recovered without restoring the company, and the Crown's representative has to consent to an administrative restoration where property has vested in it.

The practical rule is that the company distributes everything before applying. For tax purposes section 1030A of the Corporation Tax Act 2010 allows distributions made in anticipation of a strike off to be treated as capital where the total does not exceed £25,000 and the company has paid or intends to pay its debts. Above £25,000 the distributions are taxed as income, which is the point at which members' voluntary liquidation starts to pay for itself.

Restoring a dissolved company

There are two routes back onto the register and they are not interchangeable.

Administrative restoration under section 1024 is an application to the Registrar, and the court is not involved. It can be made only by a former director or former member, only within six years of dissolution, and only where the company was struck off by the Registrar under section 1000 or 1001. A company that applied for its own strike off is outside it. Section 1025 adds the conditions: the company must have been carrying on business or in operation when it was struck off, the Crown's representative must consent in writing if any property became bona vacantia, the filings must be brought up to date, and outstanding penalties must be paid. The Companies House fee on 22 September 2026 is £341, with late filing penalties on top.

So a company that dissolved itself under section 1003 cannot use administrative restoration at all. Its route is the court.

Court restoration under section 1029 is available on the application of the Secretary of State, a former director, a former member, a creditor at the time of striking off, a former liquidator, anybody with an interest in land the company held, or any other person the court considers to have an interest. Section 1030 sets the time limit at six years from dissolution, with no time limit at all where the purpose is to bring a claim for personal injury. Where an administrative restoration was refused, an application to the court can be made within 28 days of the refusal even if the six years have run.

The creditor's right to apply is what makes strike off useless as a way of escaping debts. A creditor who discovers that a debtor company was dissolved owing them money applies to restore it, then petitions to wind it up, and the liquidator then investigates the directors.

Compulsory strike off by the Registrar

Section 1000 gives the Registrar power to strike off a company that appears not to be carrying on business or in operation. The trigger is usually a missed confirmation statement or missed accounts. The Registrar sends a communication asking whether the company is in business; if no answer arrives within 14 days a second is sent, warning that a Gazette notice will follow if there is no reply within a further 14 days. The Gazette notice then states that the company will be struck off at the end of two months unless cause is shown, and on the second notice the company is dissolved.

Directors sometimes let this happen deliberately, on the theory that a compulsory strike off involves no DS01, no fee and no duty to notify creditors. The theory is wrong on the consequences. Dissolution by either route leaves the directors' liabilities untouched in exactly the same way, the assets pass to the Crown in the same way, the company can be restored by a creditor in the same way, and a director whose company was struck off for failing to file is on the public record as having failed to file.

The 2021 Act and director disqualification

Until 2022 the Insolvency Service could only investigate the directors of a company that had gone through an insolvency process. A company dissolved by strike off had never been through one, so its directors could only be investigated if a creditor first went to the trouble and expense of restoring it. That gap was used during the pandemic to dissolve companies with Bounce Back Loans unpaid.

The Rating (Coronavirus) and Directors Disqualification (Dissolved Companies) Act 2021 closed it. Section 2 amends section 6 of the Company Directors Disqualification Act 1986 so that the court's duty to disqualify an unfit director applies to a person who has been a director of a company which has at any time been dissolved without becoming insolvent. The investigation and compensation order provisions in sections 7, 8ZA and 15A are extended in the same way. The amendments came fully into force on 15 February 2022 and apply to conduct, and to dissolutions, before that date as well as after it.

The result is that a director who dissolves a company owing money can be disqualified for between two and fifteen years without the company ever being restored, and under section 15A can be ordered to pay compensation to the creditors who lost out. The Insolvency Service reported that of 1,036 directors disqualified in 2024-25, 736 were for Covid loan abuse, with an average ban of eight years. A strike off application is a public document, and dissolution no longer puts the directors beyond reach.

Strike off or members' voluntary liquidation

For a solvent company with something in it, the choice is between strike off and a members' voluntary liquidation, and the two are compared in detail in our guide to voluntary liquidation. The short version turns on three things.

The amount to distribute. Up to £25,000 in total, strike off gives capital treatment under section 1030A without a liquidator. Above that, only a liquidation does, and the tax difference on the excess is often larger than the liquidator's fee.

The certainty wanted. A liquidator advertises for creditors, settles the claims, obtains tax clearance and distributes under a statutory process that ends with the company dissolved and the directors' exposure closed. Strike off relies on the directors having found everything themselves, and leaves the company restorable for six years by anybody who was missed.

The cost. A strike off costs the Companies House fee and the accountant's time on the final accounts. A members' voluntary liquidation costs a licensed insolvency practitioner's fee, which depends on the number of assets and creditors to deal with, and is worth asking about before deciding that strike off is the cheaper route.

Frequently asked questions

How much does it cost to strike off a company?

On 22 September 2026 the Companies House fee for a DS01 application is £13 online and £18 on paper, and a paper application cannot be paid with a cheque from the company's own account. That is the only statutory cost. The real cost is usually the accountant's work on the final accounts and Company Tax Return, which have to be filed before the application. Check the current fee on gov.uk, because Companies House revises its fees from time to time.

Can I strike off a company that owes money?

The statute does not require the company to be solvent, but you must send a copy of the application to every creditor within seven days, and any creditor can object, which suspends the strike off. HMRC objects as a matter of routine where tax or returns are outstanding. A creditor who was not told can later restore the company through the court and have it wound up, and since 2022 the Insolvency Service can disqualify the directors of a dissolved company without restoring it. A company that cannot pay its debts should use a creditors' voluntary liquidation instead.

Who has to be told about a strike off application?

Under section 1006 of the Companies Act 2006, within seven days of the application the directors must give a copy to every member, every employee, every creditor, every director who did not sign the form, and the managers or trustees of any employee pension fund. Failing to do so is a criminal offence, and doing so with the intention of concealing the application carries up to seven years' imprisonment. Keep a record of what was sent to whom and when.

What happens to the company's bank account when it is dissolved?

It is frozen on dissolution and the balance passes to the Crown as bona vacantia under section 1012 of the Companies Act 2006, along with any other property the company still owned. The money cannot be recovered without restoring the company to the register, which for a company that applied for its own strike off means an application to the court. Close the account and distribute the balance to the shareholders before the DS01 is filed.

Can a struck off company be restored?

Yes, by one of two routes. Administrative restoration under section 1024 is an application to the Registrar by a former director or member within six years, but only for companies the Registrar struck off, and the fee on 22 September 2026 is £341. A company that applied for its own strike off can only be restored by the court under section 1029, on the application of a former director, member, creditor or other interested person, within six years of dissolution, or at any time for a personal injury claim.

Is strike off better than a members' voluntary liquidation?

It depends on how much is left in the company. Distributions before a strike off are treated as capital only up to £25,000 in total under section 1030A of the Corporation Tax Act 2010; above that they are taxed as income, and a members' voluntary liquidation gives capital treatment on the whole amount. A liquidation also settles creditors under a statutory process and obtains HMRC clearance, where strike off leaves the company restorable for six years by any creditor who was missed.

Sources & further reading

• Companies Act 2006, section 1003
• Companies Act 2006, section 1006
• Companies Act 2006, section 1024
• Companies Act 2006, section 1030
• GOV.UK: strike off your limited company from the Companies Register
• Companies House fees
• Rating (Coronavirus) and Directors Disqualification (Dissolved Companies) Act 2021, section 2
• Corporation Tax Act 2010, section 1030A

This article is general information, not legal advice. The law changes and depends on your circumstances — always take advice on your specific situation before acting. Last reviewed 22 September 2026. AD Solicitors Limited is a recognised body regulated by the SRA (no. 8011228).