There are various reasons why a company might be struck off the register such as liquidation or dissolution. Often a company will be struck off voluntarily when the company has ceased trading or the intention is to dissolve the company. However, there are also circumstances in which a company may be struck off by the Registrar of its own accord.
Voluntary Striking Off
The directors of a company may apply to the registrar to have the company struck off voluntarily if it is no longer required. The application must be made by a majority of directors on the company’s behalf and must contain a declaration that there are no activities preventing the company from being struck off.
An application cannot be made if the company has at any time in the past three months:
- Changed its name
- Carried on any trading or business
- Disposed of for value any property that it held for disposal for gain in the ordinary course of business immediately before ceasing trading
- Engaged in any other business activity except for one that is necessary for: making the application for striking off, concluding the affairs of the company or complying with a statutory requirement
Once an application has been made to strike off the company, a copy of the application must be sent within seven days to:
- Members (shareholders)
- Employees
- Creditors
- Directors
- Pension fund managers if a fund has been set up for the benefit of employees
On receipt of the application, the Registrar will decide whether or not to accept the application and if it does so will place a copy of the notice on the company’s public record and in the Gazette. If there is no reason to delay, the Registrar will strike off the company within three months of the date of the notice.
Involuntary Striking Off
The Registrar may strike a company off the register of its own accord if it has reasonable cause to believe that the company is no longer carrying on its business. In order to do so the Registrar must send two letters to the company’s registered office inquiring if this is the case.
If the Registrar is satisfied that the company is no longer trading then a notice will be placed on the company’s public record and published in the Gazette and it will be struck off within three months of the notice.
If you need assistance regarding company or other commercial matters Rollingsons has experienced lawyers who can assist you; for more information please contact James Crighton via e-mail jcrighton@rollingsons.co.uk or by telephone on 0207 611 4848.
