Restoring a Ltd company that has been struck off the register

A Ltd company in the United Kingdom that appears in the Companies House register marked “Dissolved” can be made active again. Such an annotation appears as a result of two scenarios: unintentionally, i.e. where the formalities required by Companies House were not completed, or where the company’s directors expressed the wish to dissolve it by filing form DS01.

How do you restore a Ltd company that has been struck off the register? Let’s find out.

Resuming trading and releasing assets

Why is it worth applying to restore a Ltd company to active status? There can be many reasons, but the most common are the desire to resume trading and to release the company’s assets. Resuming trading is particularly attractive when the industry in question is currently booming and there is a chance to restart the business to the benefit of its stakeholders. If, however, your goal is to release assets rather than achieve a full restoration, you can opt for a temporary restoration.

What conditions must be met to get a Ltd company back?

There are several conditions that must be met in order to apply for the administrative restoration of a Ltd company and to secure its active status in the register again. The UK companies register requires that:

• the striking off must have taken place no earlier than six years before the application is made,

• the Ltd company in the UK was not dissolved by its shareholders,

• the application to change the status should be made by a director or shareholder of the struck-off company,

• the company was trading during the period in which it held “Dissolved” status.

Once the above criteria are met, it is recommended to proceed with the administrative restoration procedure, known as Administrative Restoration.

Administrative Restoration - step by step

In most cases, if you want to restore a Ltd company based on the conditions set out above, it is worth opting for the administrative route back to active status.

The procedure has several steps. The first is to complete form RT01 (the document can be downloaded from the government website gov.uk) and pay the government fee of £100. Next, all outstanding documents must be filed, such as Accounts or the Annual Return. The final step is paying the penalties for the late filing of the required documents. If the company has assets, you will also need to present a letter from Bona Vacantia (recovering ownership of the assets - the procedure costs around £65).

An alternative for those who do not meet the restoration conditions

If, however, you do not meet the conditions listed above and your Ltd company in England cannot go through the administrative restoration process, you will have to engage lawyers and file an application with the court. The cost of such an application ranges between £500 and £800, not including legal fees. Through the court process, a Ltd company can be restored by its directors, shareholders or even third parties, such as employees or business partners.

How long does it take to restore a Ltd company?

In practice, restoring a Ltd company in the United Kingdom takes from around one month to four months, depending on which restoration process you choose. Administrative restoration takes considerably less time than pursuing changes to the Companies House register through the courts.

Restoring a Ltd company in the UK is neither a time-consuming nor a complicated process. Help from the specialists of a London accountancy practice, completing all the formalities and, if needed, consulting a lawyer is all it takes to change the status of your business back to active within just a few weeks.