What Is Company Dissolution?
Company dissolution is the formal process of removing a company from the Companies House register. Once dissolved, the company ceases to exist as a legal entity and can no longer trade or own assets.
Dissolution is suitable for companies that:
- Have ceased trading
- Have no outstanding debts or liabilities
- Have no assets or bank accounts remaining
- Are not involved in ongoing legal proceedings
If your company is still active or has liabilities, you may need to follow an alternative route (e.g. liquidation or striking off after a winding-up).
Key Requirements Before Applying
Before applying to dissolve your company, you must ensure:
- All trading has ceased (minimum 3 months)
- All assets have been distributed (e.g. bank accounts closed)
- All debts have been settled
- Final accounts and tax returns have been submitted to HMRC
- Employees have been properly offboarded and PAYE closed
- VAT registration (if any) has been cancelled
We assist clients with a final compliance review to ensure these requirements are met before filing for dissolution.
Step-by-Step: How to Dissolve a UK Company
- Board or shareholder approval (where necessary)
- Final accounts submitted to HMRC and Companies House
- Form DS01 completed and signed by the majority of directors
- DS01 submitted to Companies House with the appropriate fee
- Public notice of intent to dissolve is published in The Gazette
- If no objections are raised, the company is removed from the register after 2 months
Dragonfly Associates prepares the DS01 form, files it, and tracks the dissolution timeline as part of our closure support services.
Important Considerations
- You must inform any stakeholders (e.g. creditors, shareholders, employees)
- If the company is dissolved with outstanding debts, it may be restored and directors held personally liable
- Assets still in the company at the point of dissolution become property of the Crown (bona vacantia)
We help ensure your company is fully settled before final dissolution to avoid legal or financial consequences.
Alternatives to Dissolution
If your company is dormant or temporarily inactive but may be reactivated, you can:
- File dormant company accounts annually
- Maintain a registered office and file Confirmation Statements
If your company has debts or insolvency risks, you may need to consider:
- Members’ Voluntary Liquidation (MVL)
- Creditors’ Voluntary Liquidation (CVL)
We can provide referrals to licensed insolvency practitioners where appropriate.
Frequently Asked Questions
Can I dissolve my company if it still has a bank account?
No. All accounts and assets must be closed or transferred before filing Form DS01.
Will HMRC object to my application?
If you owe tax or haven’t filed recent returns, HMRC may object to your dissolution. We help resolve any outstanding obligations beforehand.
Can I restart a dissolved company later?
No. Once dissolved, the company is no longer legally valid. You would need to register a new company or apply for administrative restoration (which is complex and time-sensitive).
Close Your Company the Right Way
Dissolving a UK company is a formal legal process—not just a decision to stop trading. With proper planning and compliance, it can be completed smoothly and without complications.
Dragonfly Associates supports clients through company closure, ensuring all filings, forms, and compliance obligations are handled professionally—subject to agreement.
To close your UK company properly, contact our team for dissolution support and guidance.
