Restoration Procedure of a UK Incorporated Company

UK Company Restoration

Your company ceases to legally exist when it is dissolved or struck off the UK register at Companies House. We can restore your company to the Companies Register by Administrative Restoration or  Court Order.

UK Administrative Restoration

Companies House will restore your UK company by administrative restoration if it was struck off  and dissolved by the Registrar of Companies. The application must be made by a director or shareholder of the company, within 6 years of the strike off date. You cannot apply for administrative restoration if the directors voluntarily applied to strike the company off the register.

The Registrar of Companies has the power to strike a company off the register if it defaults in its statutory duty to lodge the appropriate confirmation statements or accounts at Companies House on time. Although the Registrar will send various reminders, it is possible that a company may be struck off before the owners have the chance to recover assets in the company’s name or close bank accounts. This may happen for instance where a director has been absent for a prolonged period.

To Continue Trading

If a UK company is to carry on trading the file must be brought up to date with all missing Confirmation Statements and Annual Accounts filed. The registry fees and penalty fees associated with the filings must also be paid.

UK Company Administrative Restoration Service

Our UK Restoration service includes:     

  • Preparation of all paperwork, this includes the waiver letter from Treasury Solicitors Bona Vacantia division confirming no objection to the restoration
  • 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 that 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

We will prepare and file outstanding confirmation statements and the directors report and accounts. Once the company is restored it is deemed to have continued in existence as if it had not been dissolved and struck off the register.

UK Company Court Restoration

The  application to have the company restored through the courts is normally made by  any former director, member , creditor or liquidator of the company who can give the  necessary undertakings to the Court via a completed claim form and signed witness statements.

Subject to consent of the Treasury Solicitor and the Registrar of Companies  this will be followed up with an Affidavit of Service exhibiting the Bona Vacantia letter.  The matter proceeds to a hearing at which representation is required before the Order is made to Restore  which will then be advertised in The London Gazette.

We have negotiated special arrangements with lawyers who can handle your application swiftly, as each case varies in complexity, costs are difficult to determine without knowledge of the exact circumstances. However, as a guide, a straight forward application to restore a company struck off voluntarily  by the directors is likely to cost around £1500+VAT, including all court costs and disbursements.

If you need to discuss your situation, please contact us directly, and we shall be happy to advise you of the best course of action and give you a more accurate idea of the cost applicable to your specific circumstances.

Restoration of a company to the register

  • The services of a solicitor will be required for the issue of the claim and the court hearing .
  • Our restoration service is appropriate where the company has been struck off by the Registrar of Companies or where a voluntary striking off has taken place; it is not appropriate if the company was placed in liquidation.
  • Those seeking to have the company restored must pay the legal costs of the Registrar of Companies (who is the respondent in the claim) as well as their own costs.
  • On dissolution of the company any assets remaining in its name passed to the Crown. Therefore the company’s members and directors must not attempt to use any of its assets e.g. a company bank account.
  • If the company will continue to operate after the restoration the Registrar will insist on the public record of the company being brought completely up-to-date. This will involve preparation and submission of all outstanding accounts, confirmation statements and payment of any late filing penalties due etc.
  • If the purpose of the restoration is to retrieve an asset (such as a property) which has been left in the name of the company as opposed to continuing in business, the Registrar may insist on the company being formally wound up immediately after restoration.
  • A creditor of the company may apply to have it restored to the Register. The creditor will be expected to pay the legal costs of the Registrar of Companies.

UK Court restoration service

As online company restoration advisers and specialists we can assist you with the procedure for application to the Treasury Solicitor and Registrar of Companies. We will deal with all of the legal matters and appoint experienced solicitors to submit your application to Court and the Registrar of Companies on your behalf.

We will:

  • Prepare the draft claim and witness statements
  • Receive the issued claim and serve it on the Registrar of Companies and Treasury Solicitor
  • Monitor any requirements the Registrar may have for the updating of the public record of the company
  • Prepare the affidavit of service
  • Serve a copy of the final order to restore on the Registrar and liaise with all parties throughout the proceedings.

Company restoration is subject to a 20-year limit from when the company was struck off. Please be advised that until a court order has been obtained, the company will not be restored. This is not guaranteed and in any event is not automatic.

There can be a wait of up to 4-6 months between lodging the forms with the courts and the hearing date. In this interim period is necessary to make sure all the statutory forms for the company have been brought up to date for Companies House (for example accounts and confirmation statements).

If the purpose for restoration is purely to release funds amounting to less than £3,000 in cash it is not always necessary to issue proceedings to restore the Company. This is because the Company does not intend to trade. Each case will be decided on merit and is at the discretion of the Treasury Solicitor.

The vast majority of cases are straightforward. In the event that the restoration encounters difficulties – if say a third party were to oppose it, it is not possible to predict the professional costs, but no costs will be incurred without prior notification.

Please note that the above costs do not include any Companies House late filing penalties.

Please complete our company restoration form to enquire about restoring your company.

Close Menu