UK Company Restoration

Your company ceases to legally exist when it is dissolved or  subject to a compulsory strike-off  by the UK Registrar at Companies House.  We can restore your company to the register by Administrative Restoration process or by Court Order.

The main reason to restore your UK company is to continue trading or to release company assets such as property or funds from a frozen bank account.

Administrative Restoration – A UK company struck off and dissolved by the Registrar of Companies can be restored through an Administrative Restoration.

Court Order Restoration – A UK company struck off and dissolved by its own request, ie Voluntarily Dissolution, has to be restored through a Court Restoration.

UK Administrative Restoration fees

UK Court Order Restoration fees

UK Annual Compliance fees

Once company is restored to keep it in Good Standing:

• Provision of Registered Office – £280
• Company Secretary recommended – £400
• Directors Register Maintenance – £180

UK Administrative Restoration

Companies House will restore your UK company by Administrative Restoration if it was dissolved by the Registrar of Companies.

The application to restore must be made within  6 years of the strike off date and a Director or Shareholder of the company must make the application.

All outstanding confirmation statements and annual accounts need to be prepared and filed.  The filing fees and any outstanding late filing penalty fees must also be paid.

• Companies House fee – We deal with everything for you including advising on requirements of Companies House and preparing the list of outstanding documents
• Late Filing Penalties –  relating to accounts that were overdue when the company was dissolved or remain unpaid at dissolution.
• Preparation and filing of outstanding documents

Once the application for restoring your company has been made, we will continue to monitor and advise you of the progress and provide you with confirmation when your company has been restored.

UK Company Restoration Service

Our UK Administrative Restoration Service includes the following services:

• Preparation of all paperwork, this includes the waiver letter from Bona Vacantia
• Liaison with the UK Company Registry and Treasury Solicitors
• Once the application has been made, we will continue to monitor and advise you of the progress and provide you with confirmation when your company has been restored
• The delivery of any statutory documents necessary to bring the company’s public file up to date
• The correction of any irregularities in the company’s structure

UK Company Restoration by Court Order

For companies dissolved at the company’s own request, an application to the Court is necessary to have the company restored.

The Treasury Solicitor will usually agree to an application subject to undertakings being given to remedy the default by filing updated accounts and confirmation statements.

Court Restoration Application

To find out which court has jurisdiction to deal with the application we need to check the Registered Office of the company at the time it was dissolved. We will need to prepare and file the following documents with the Court:

• An Affidavit or Witness Statement in support of the Claim Form and this must be served on the Registrar of Companies

The Affidavit or Witness Statement will normally contain the following information:

• Full particulars of the interest of the person swearing the Affidavit
• Date of Incorporation
• The Registered Office address
• The Memorandum and Articles of Association
• The issued share capital of the Company, and if a member makes the application, the number of shares held by that member
• Details of the reasons why the company was struck off the Register of Companies
• Date on which the Registrar of Companies struck the name of the Company off the Register and the date when the notice was published in the London Gazette
• If the application is by a member, that the Company is solvent and carrying on business, if that is the case
• The Treasury Solicitor or the Solicitor for the Duchy of Lancaster/ Duke of Cornwall will write to you stating that no objection will be raised by the Crown to the order being made

Where the application is made, and it is intended that the company will continue trading the Registrar will normally ask for delivery before the Court hearing of any statutory documents required to bring the company’s public file up to date.

The company is restored once the  sealed Court Order is delivered to the Registrar and regarded as having continued to be in existence as if it had not been struck off and dissolved.

Bona Vacantia

Bona Vacantia is property which was owned by a company which has been dissolved, then the property is transferred to the Crown as Bona Vacantia.

Flat Management Companies

If the dissolved company owns the freehold or the master lease, then the usual practice of the Treasury Solicitor is to offer to sell the freehold or the master lease to the tenants jointly, or to a new management company.  In the case of leases with a period of at least 60 years to run, the price is ten times the total of the annual ground rents, subject to a minimum of £500 plus costs.

Company Directors and Shareholders

When your UK company is restored, the previous Directors, Company Secretary, Shareholders and Registered Office are automatically assumed to have continued.