How to Close a Limited Company by Voluntary Strike-Off (DS01) (2026/27)

Close a solvent limited company with form DS01: the 3-month eligibility test, what to settle first, who to tell within 7 days, the fee and the £25,000 rule.

This guide is general information, not advice.

This guide is for directors of a solvent limited company that has stopped trading and is no longer needed. Voluntary strike-off with form DS01 is the route GOV.UK describes as usually the cheapest way to close a company that can pay its bills (GOV.UK, closing a limited company). The alternative for a solvent company, a members’ voluntary liquidation, is covered in the MVL closure guide; read that first if the company holds more than £25,000 you want to extract.

At the end you will know whether your company can use DS01, what to finish before you apply, how to apply and who to notify, and what happens between the application and dissolution.

Before you start

Have these ready:

  • The company name and number exactly as they appear on the Companies House register.
  • Your Companies House sign-in for the online service, and card details for the fee.
  • Your HMRC references: Corporation Tax UTR, employer PAYE reference, VAT number, and your Government Gateway login.
  • Final figures: a trial balance or bookkeeping up to the last day of activity, so the final accounts and Company Tax Return can be prepared.
  • A list of everyone who must be sent a copy of the application: shareholders, creditors, employees, pension trustees and any director who will not sign.
  • Agreement from the directors: a majority must sign. With 2 directors, both sign; with one director, that director applies alone.

Step-by-step

  1. Check the company is eligible. Per Companies House guidance (section 1.2), you cannot apply if, in the last 3 months, the company has traded or carried on business, changed its name, or sold for value property it held for sale in the normal course of trade. Selling off the delivery van is allowed; selling the stock is not. Activity in those 3 months must be limited to deciding on and applying for strike-off, concluding the company’s affairs such as settling debts, and meeting statutory requirements. You also cannot apply if the company is subject to, or proposed for, insolvency proceedings or a section 895 arrangement with creditors. If any of this applies, you need a liquidation instead.

  2. Resolve anything outstanding with HMRC. Companies House says to claim or receive any refund before applying, because HMRC cannot process or issue refunds to a dissolved company.

  3. Close the payroll. Per GOV.UK, stop being an employer, send a final FPS or EPS, tick ‘Final submission because scheme ceased’, enter the date the scheme ceased, pay any outstanding tax and National Insurance, send any expenses and benefits returns, and give each employee a P45. Pay final wages and follow the redundancy rules for any staff.

  4. Cancel VAT registration. You must cancel within 30 days of stopping being eligible, for example when you stop trading, or you might be charged a penalty (GOV.UK, cancel your VAT registration). Cancel online if you have stopped trading and are not in a VAT group; otherwise use form VAT7 by post. Then submit a final VAT Return up to the cancellation date.

  5. File final accounts and the Company Tax Return with HMRC. Per GOV.UK, close down your company, send final statutory accounts and a Company Tax Return to HMRC, stating that they are the final trading accounts and the company will soon be struck off, and pay all Corporation Tax and other tax owed. You do not have to file final accounts with Companies House. A final-year loss may be set against earlier profits through terminal loss relief, claimed on the final return.

  6. Pay the debts, then distribute what is left. Share the remaining assets among the shareholders, close the company bank accounts and transfer anything else the company owns, such as domain names. See the £25,000 rule below before deciding how much to distribute this way.

  7. Apply with form DS01. Use the Companies House close-a-company service, which costs £13 by debit or credit card. Use the paper DS01 only if you cannot apply online: it costs £18 by cheque or postal order payable to ‘Companies House’, not drawn on the company’s own account (Companies House, DS01). On paper, section 3 needs the printed name, signature and signature date of a majority of directors, and the company name and number must match the register exactly. Those omissions are the most common reasons Companies House rejects paper forms.

  8. Send a copy of the application within 7 days. Within 7 days of applying, send a copy to members (usually the shareholders); existing and likely creditors, including banks, suppliers, landlords, HMRC and DWP; employees; managers or trustees of any employee pension fund; and any director who did not sign. Post it to or leave it at an individual’s last known address or an organisation’s registered or principal office. Keep proof of posting. Anyone who becomes a director, member, creditor, employee or pension trustee after you apply must also get a copy within 7 days, until dissolution.

Deadlines and what happens next

  • Acceptance and first Gazette notice: Companies House examines the application, sends an acknowledgement and publishes a notice of the proposed strike-off in the Gazette for the part of the UK where the company was incorporated (London, Edinburgh or Belfast).
  • Dissolution: if there is no reason to delay, the registrar strikes the company off not less than 2 months after that notice, and a second Gazette notice dissolves it.
  • Objections: any interested party can object after the first notice, and must deliver the objection at least 2 weeks before the dissolution date the notice gives.
  • Withdrawing: if you change your mind, or the company stops being eligible (for example it trades again or becomes insolvent), withdraw online or with form DS02 while the company is still on the register. Only one director needs to sign. Withdrawal is compulsory if the company stops being eligible.
  • After dissolution: the bank account is frozen and any remaining assets, including future HMRC refunds, pass to the Crown as bona vacantia. Getting them back means restoring the company. Keep business records such as bank statements, invoices and receipts for 7 years after strike-off, and keep the employers’ liability insurance policy if the company had staff.

The £25,000 distribution rule

Section 1030A of the Corporation Tax Act 2010 applies where a company intends to apply, or has applied, for strike-off under section 1003 of the Companies Act 2006 and makes a distribution in respect of share capital in anticipation of dissolution. That distribution is not treated as an income distribution if two conditions are met:

  • Condition A (subsection (4)): the company intends to collect, or has collected, the sums owed to it, and intends to settle, or has settled, its debts and liabilities.
  • Condition B (subsection (5)): the distribution, or the total of all such distributions, does not exceed £25,000.

It is a cliff, not an allowance: if the total is over £25,000, condition B fails and the whole amount is an income distribution, not only the excess. GOV.UK puts it as: “If the amount is worth more than £25,000, it will be treated as income.” At £25,000 or less, shareholders work out any gain on their Self Assessment return and may be able to claim Business Asset Disposal Relief.

Section 1030B takes the capital treatment back if, 2 years after the distribution, the company has not been dissolved, or it has failed to collect what it was owed or to settle its debts.

Common mistakes

  • Applying while still trading. Any trading, name change or sale of stock in the previous 3 months makes the company ineligible, and applying anyway is an offence.
  • Leaving money in the bank account. It goes to the Crown on dissolution, as does an HMRC refund that arrives afterwards.
  • Not sending copies within 7 days. Failing to notify is an offence punishable by a fine. Deliberately concealing the application from someone entitled to it can mean up to 7 years in prison, and a director can be disqualified for up to 15 years.
  • Distributing just over £25,000. The whole distribution becomes income, not only the part above the limit.
  • Paying the paper fee with a company cheque. Companies House will not accept a cheque drawn on the account of the company being struck off.

Frequently asked questions

How much does it cost to strike off a limited company?

Companies House charges £13 to apply online, paid by debit or credit card, and £18 for a paper DS01, paid only by cheque or postal order. The cheque must not come from the account of the company being struck off. The online service is also quicker, and paper forms usually take much longer to process.

How long does a voluntary strike-off take?

Once Companies House accepts the DS01 it publishes a notice in the Gazette. If there is no reason to delay, the registrar strikes the company off not less than 2 months after that notice, and a second Gazette notice marks the dissolution. Companies House does not give a processing time for the first stage, but says paper applications usually take much longer.

Can I take the money out of my company before striking it off?

Yes, and you should, because anything left passes to the Crown. If the total distributed to shareholders in anticipation of the strike-off is £25,000 or less, and the company intends to collect what it is owed and settle its debts, section 1030A of the Corporation Tax Act 2010 treats it as capital, so Capital Gains Tax rules apply. Above £25,000, the whole amount is treated as an income distribution.

Can I stop a strike-off once I have applied?

Yes, if the company is still on the register. Withdraw online or with form DS02; only one director needs to sign. You must withdraw if the company stops being eligible, for example because it starts trading again or becomes insolvent, and failing to do so is an offence.

What if someone objects to the strike-off?

Any interested party, such as a creditor, can object after the first Gazette notice. Companies House asks objectors to deliver the objection at least 2 weeks before the date the notice gives for dissolution. Once the company has been struck off, an objector has to apply to court to restore it instead.

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