Two routes, very different outcomes
Company Closure & Restructuring in the United Kingdom
Striking a UK company off is cheap. Liquidating it properly can leave you considerably better off after tax.
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The route changes what you keep
For a solvent company with reserves to distribute, a members’ voluntary liquidation can allow the distribution to be treated as capital rather than income, with relief potentially available. A simple strike off is cheaper and faster but does not achieve that, and anything left in the company’s name at dissolution passes to the Crown. Choosing on price alone is how owners lose money they could have kept.
- Route chosen on the after-tax outcome, not just the fee
- Assets dealt with before dissolution, never left behind
- Director duties explained where solvency is in doubt
Mainland, free zone and offshore jurisdictions we file in — so the recommendation is based on your activity, not on which authority we happen to be registered with.
Companies successfully established.
Compare the routes
Ways to close a UK company
Solvency and reserves decide which fits.
| Route | When it fits | Note |
|---|---|---|
| Voluntary strike off | Solvent, little or nothing to distribute | Cheap; no capital treatment |
| Members’ voluntary liquidation | Solvent, with reserves to distribute | Liquidator required; capital treatment possible |
| Creditors’ voluntary liquidation | Insolvent | Creditor-led process |
| Administration | Rescue or better realisation | Court-based framework |
| Dormancy | Pausing rather than closing | Filings continue |
| Sale of the company | The business has value to a buyer | An alternative to closing at all |
Strike off and liquidation procedures, tax treatment of distributions and the availability of reliefs are set by legislation and change at Budget. Insolvent situations impose specific duties on directors and warrant insolvency advice.
How it works
Closing or restructuring
Model the after-tax outcome first.
Establish the position
Whether the company is solvent, what reserves and assets exist, and what each closure route would leave shareholders with after tax.
Clear the company
Final accounts and returns filed, tax settled, employees dealt with and all assets and accounts transferred out before dissolution.
Close
Strike off applied for, or a liquidator appointed and the liquidation completed, with the register updated.
To close properly
What has to be dealt with
Anything left behind passes to the Crown.
- Solvency position established
- Reserves and distributable profits quantified
- After-tax outcome compared across routes
- Final accounts prepared and filed
- Final corporation tax return and payment
- VAT deregistration and final return
- PAYE scheme closed
- Employees dealt with and settlements paid
- All bank accounts emptied and closed
- Assets, including intellectual property, transferred out
- Leases and contracts terminated
- Records retained for the statutory period
Scope
What is included, and what is not
Stated plainly, so nothing is added once the engagement starts.
Included in the service fee
- Comparison of routes on the after-tax outcome
- Solvency and reserves review
- Final accounts and returns preparation
- Corporation tax and VAT finalisation
- PAYE scheme closure
- Asset transfer checklist before dissolution
- Strike off application, or liquidator co-ordination
- Guidance on director duties where solvency is uncertain
Not included, quoted separately
- Companies House fees, paid at cost
- Outstanding taxes, interest and penalties
- Liquidator remuneration
- Insolvency advice and formal insolvency processes
- Employee settlements
- Lease termination and dilapidations
- Litigation and creditor disputes
- Personal tax advice for shareholders
Verify independently
Relevant UK authorities
We file directly with these bodies on your behalf.
Questions
UK company closure — FAQs
Is strike off or liquidation better?
For a solvent company with meaningful reserves, a members’ voluntary liquidation can produce a materially better after-tax result. For a company with little to distribute, strike off is usually sensible.
What happens to assets left in the company?
They pass to the Crown on dissolution as ownerless property. Recovering them afterwards is difficult and sometimes impossible, so everything must be transferred out first.
Does striking off clear the company’s debts?
No. Creditors can object to a strike off and can apply to restore the company. Dissolution is not a way to escape liabilities.
What if the company cannot pay its creditors?
Then it is an insolvency matter with specific duties on directors, including avoiding worsening the creditors’ position. That needs insolvency advice, which we will tell you to take.
Could restructuring be better than closing?
Often. Making the company dormant, selling it, or reorganising the group can achieve the objective without closure. We put that on the table before you dissolve anything.
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