top of page

Avoid HMRC objections: directors' checklist to strike off a UK company

Writer: KeystoneFA
KeystoneFA
6 days ago
7 min read

Director reviewing company closure records

If your company has stopped trading, has no outstanding debts and has not changed its name or sold stock in the last three months, voluntary strike off is almost certainly the right route. Apply through the Companies House online service or complete form DS01, and expect HMRC and The Gazette to be involved at later stages.

 

TL;DR:  
  • Companies must be dormant, have no debts, and not have traded, changed their name, or disposed of stock in the past three months to qualify for voluntary strike off.

  • Filing tax returns, settling liabilities, and notifying shareholders and creditors are crucial steps before applying, as unresolved tax issues often cause delays and objections.

  • Online application is quicker and cheaper, costing £13, compared to £18 for paper, with both requiring signatures from the majority of directors or both if only two directors exist.

  • A two-month objection period begins once the Gazette notice is published, during which HMRC or creditors can raise concerns that extend the process if unresolved issues remain.

  • Leaving funds or unresolved tax liabilities in the company increases the risk of assets passing to the Crown and makes restoration more difficult and costly afterward.

 



Table of Contents

 

 

Eligibility checks: the Companies Act and the 3-month rule

 

Before you touch an application form, check that your company actually qualifies. Companies House sets a clear test: in the three months before you apply, the company must not have traded, changed its name, or disposed of stock that it was trading in. A company facing insolvency proceedings or tied into a creditor arrangement such as a CVA cannot use this route at all.

 

The signing requirement depends on how many directors you have. A majority of directors must sign the application, though where there are only two directors, both must sign.

 

  • The company must have been dormant or non-trading for at least three months.

  • No change of name and no disposal of trading stock in that period.

  • No insolvency proceedings, liquidation or creditor voluntary arrangement in progress.

  • A majority of directors (or both, if there are only two) must sign.

 

Applying when you know the company does not meet these tests is not just risky administratively. Making a dishonest or ineligible application can amount to an offence under the Companies Act 2006, with personal consequences for the directors who sign it.

 

Before you apply: checklist to settle tax, payroll, assets and notify interested parties

 

Most problems with strike off happen before the form is even submitted, not after. HMRC commonly objects when tax affairs are left loose, so tidying up first saves weeks of delay later.

 

  1. Tell HMRC that you intend to stop trading and close the company, and file your final company tax return.

  2. Pay any outstanding corporation tax, VAT and PAYE liabilities, and deregister for VAT and PAYE where applicable.

  3. Within seven days of submitting your application, send copies to shareholders, creditors, employees and any directors who did not sign it.

  4. Close company bank accounts and distribute any remaining funds to shareholders before dissolution, not after.

  5. Keep your business records for seven years, even once the company no longer exists.

 

Money left in a closed bank account does not simply disappear. Once the company is dissolved, anything left behind becomes bona vacantia and passes to the Crown, meaning you would need to apply for restoration just to recover it.

 

Pro Tip: Reconcile your final accounts and clear the business bank account before you file DS01, not after, since restoring a dissolved company purely to retrieve forgotten funds is slow and avoidable.

 

How to apply: DS01 paper form vs the Companies House online service

 

You have two practical options for submitting the application, and the choice affects both cost and speed.

 

  • Use the Companies House online strike-off service for the fastest route, paid by debit or credit card.

  • Alternatively, complete form DS01 on paper and post it with a cheque for the fee.

  • The online fee is £13, while the paper application costs £18 under the fee schedule effective from February 2026.

  • Whichever method you choose, the application needs the signatures of a majority of directors, or both where there are only two.

  • Online applications are typically processed more quickly than paper ones, since there is no postal handling or manual data entry involved.

 

Given the fee difference and the faster turnaround, most directors with straightforward, eligible companies find the online service the more sensible choice. Paper DS01 still has its place where a signed physical form suits your circumstances better, such as when a director cannot access the online system.

 

What happens next: Gazette notice, objection window and dissolution

 

Once Companies House accepts your application, the process moves out of your hands for a while. A notice is published in The Gazette announcing the proposed strike off, and this starts the statutory waiting period.

 

  • A minimum two-month objection window applies before the company can be dissolved, as set out by Companies House.

  • HMRC, creditors, former employees or other interested parties can object during this window.

  • Common grounds for objection include unpaid tax, undisclosed creditors, or an ongoing legal dispute involving the company.

  • If no valid objection is received, Companies House publishes a second, final notice in The Gazette and the company is formally dissolved.

  • A successful objection halts the process entirely, and you will need to resolve the underlying issue before reapplying.

 

The two-month minimum is a floor, not a target. In practice, complications such as a late HMRC query can extend the timeline well beyond it, which is another reason to settle tax matters before you apply rather than during the objection window.

 

Risks and how to avoid common pitfalls, plus restoration options

 

The two mistakes that cause the most grief are leaving money in the company and leaving tax affairs unresolved. Both are preventable with a bit of forward planning.

 

  • Distribute or withdraw company funds before dissolution, since anything left behind becomes bona vacantia and reverts to the Crown.

  • File your final tax return and settle any corporation tax, VAT or PAYE owed, because HMRC can and does object where liabilities remain outstanding.

  • Expect an objection to pause the dissolution clock entirely until the issue is resolved.

  • If a company is dissolved in error or assets are discovered afterwards, administrative restoration by a former director is possible, or a court order can restore it where administrative restoration does not apply.

  • Both restoration routes are generally only available within six years of dissolution.

 

Restoration exists as a safety net, but it is not a cheap or quick one. Treat it as a last resort rather than a plan.

 

What directors typically miss, and when to get help


What directors typically miss, and when to get help — overview diagram

The most frequent gap we see is directors assuming strike off is purely a Companies House matter, when HMRC is just as central to the process. Failing to file a final company tax return, not telling HMRC the company has stopped trading, or leaving a refundable VAT balance sitting unclaimed all create delays that a quick phone call could have avoided.

 

If you are unsure whether the company is genuinely solvent, if a creditor has raised a claim, or if you are untangling asset disposals involving property, stock or intellectual property, that is the point to bring in an adviser rather than push ahead alone. Our guidance on settling HMRC obligations before closing a company covers the groundwork in more detail, and our piece on HMRC time-to-pay arrangements is worth reading if tax debt is part of the picture.

 

— Shoaib

 

Closing your company properly with Keystone Financial Advisory

 

We assist with parts of a company closure that directors often find challenging, such as final accounts, the company tax return, PAYE and VAT deregistration, and ensuring Companies House has everything it needs the first time.

 

[


KeystoneFA

](www.keystonefa.co.uk)

 

A short engagement with us typically covers:

 

  • Reviewing outstanding Companies House filings and clearing any late filing penalties before you apply.

  • Preparing and submitting your final company tax return and settling corporation tax, VAT and PAYE with HMRC.

  • Closing payroll schemes correctly so no PAYE liability is left open.

  • Advising on how to distribute remaining funds or assets to shareholders before dissolution, so nothing is left to become bona vacantia.

 

Rather than guessing which liabilities might trigger an HMRC objection, you get a second set of eyes on the whole process before you submit DS01. Our accounting services run from £99 to £199 a month for ongoing support, or we can scope a one-off engagement focused purely on closing your company correctly. Get in touch to talk through where your company stands.

 

FAQ

 

How much does it cost to strike off a company in the UK?

 

Applying online through Companies House costs £13, while a paper DS01 application costs £18 under the fee schedule effective from February 2026. The online route is both cheaper and generally faster to process.

 

How long does it take to strike off a company in the UK?

 

After Companies House accepts your application, a notice goes into The Gazette and a minimum two-month objection period applies before dissolution can proceed. If HMRC or a creditor objects, the timeline extends until the issue is resolved.

 

What are the rules on striking off a company?

 

The company must not have traded, changed its name or disposed of stock in the three months before applying, and it cannot be in insolvency proceedings or a creditor arrangement. A majority of directors must sign the application, and copies must go to shareholders, creditors and employees within seven days.

 

Do I need to tell HMRC if I strike off a company?

 

Yes. HMRC expects a final company tax return and settlement of any corporation tax, VAT or PAYE owed, and commonly objects to strike off where tax affairs are left incomplete. Telling HMRC early reduces the risk of a delay or formal objection.

 

What happens to money left in the company after dissolution?

 

Any funds or assets remaining when a company is dissolved become bona vacantia and pass to the Crown. Recovering them afterwards requires restoring the company, which is slower and more costly than distributing funds before you apply.

Recommended

 

 
 
bottom of page