Company Restoration Service for Dissolved Companies

Restoring a Company that has been dissolved

When a Limited Company or Limited Liability Partnership is dissolved, its remaining assets pass to the Crown. A dissolved company's assets or goods are ownerless; a legal concept called bona vacantia. Unplanned dissolution can mean that valuable assets are lost this way.

A company’s assets can be tangible and intangible, for example:

  • Tax losses that have not been utilised
  • Domain names
  • Trading names and Trademarks
  • Copyright material
  • Bank accounts
  • Leases and property
  • Insurance claims
  • Debtors

Limited Companies and Partnerships (LLPs) that have been dissolved or struck off the Register at Companies House can be restored. A company that is restored is deemed to have continued in existence as if it had never been dissolved.

There are two ways to restore a limited company or a limited liability partnership that has been struck off:

  • Administrative Restoration - See below for more information about this process.
  • Court Order Restoration - See below for more information about this process.

Administrative Restoration:

  • This procedure can only be used to restore Companies and LLPs that were struck off by the Registrar of Companies.
  • An application must be made within 6 years of the date the company or LLP was struck off.
  • The Company or LLP must have been in business at the time it was struck off.
  • Compared to a court order restoration this is not an expensive process. The costs are:
    • Treasury Solicitors Fee of £64
    • Companies House fee of £100
    • Our Fee £85+vat
  • This process is relatively quick because there is no need to obtain a court order.
  • Before the company or LLP can be restored:
    • all outstanding Annual Returns and Accounts will have to be filed,
    • All the Annual Return filing fees will need to be paid
    • Any fines and outstanding penalties will need to be paid.
  • Companies that were situated in either Cornwall or Lancashire when they were dissolved will incur extra charges. The extra charges of £125+vat are payable to Farrer & Co; the solicitors who represent the Duchy Estates.
  • An application may only be made by a former director or shareholder of the company.
  • The original company name may not be available if another company or LLP has registered a similar name. A dissolved company does not have priority and will need to change its name. We offer an administrative company restoration service throughout England & Wales for LLPs and Companies. To order our service call us or go to order form

Note: However, if the outstanding penalties are too high it may be better to apply for a Court Order Restoration

Court Order Restoration:

Companies or LLPs have to apply to apply for a court order restoration if they were dissolved voluntarily. That is to say; they used a DS01 or LL DS01. Court Order restorations are a more expensive and lengthy process. However, if you do not intend to trade after you have restored the company, the Court may waive outstanding penalties

  • The Costs are:
    • Court fees of £308
    • Fees payable to the Registrar of Companies £300
    • Our Fees - £200+vat
    • Treasury Solicitor fees of £64 or, if the Company is resident in either the Dutchy of Cornwall or the Dutchy of Lancaster; £150
  • More often than not a court attendance is not required. Where one is, you as the applicant can attend on your own behalf. Alternatively, we work with a legal group who will supply a solicitor or barrister to represent you. A price will be agreed in advance.
  • If you want the Company or LLP to resume trading, you will need to file all the outstanding Annual Accounts and Annual Returns and pay any penalties for late filing.
  • If you are simply restoring the Company to recover assets, it will not be necessary to file outstanding Accounts and Returns.
  • The Court may waive any outstanding penalties if you are simply restoring the assets and not trading.
  • Court Order Restorations are a long process and can take up to 15 weeks
  • Any interested third party, such as a creditor or investor can apply to have a company restored.
  • An application must be made within six years of the date the company or LLP was struck off.
  • The original company name may not be available if another company or LLP has registered a similar name. A dissolved company does not have priority and will need to change its name.

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