The Registrar of Companies can remove (strike off) your limited company or Limited Liability Partnership LLP from the Register of Companies and LLPs.
The Registrar may choose to strike off your company or LLP, in the following circumstances:
- You have failed to submit your Annual Return and Annual Accounts.
- The Registrar’s post to your Company’s registered office is returned undelivered.
- There has been no response to the Registrar’s post to the Company.
- It appears that the company has no directors, or the partnership has no partners.
The Registrar’s procedures:
- The Registrar will send two formal letters to the company to find out whether it is still operating. He will also send a formal notice of his intention to strike off the company or LLP.
- If the Registrar does not receive a response, he will publish the notice in the appropriate Gazette:
- Notices relating to Companies and LLPs registered in England and Wales are published in the London Gazette
- Notices relating to Companies and LLPs registered in Scotland are published in the Edinburgh Gazette.
- Notices relating to Companies and LLPs registered in Northern Ireland are published in the Belfast Gazette.
- A copy of the notice will also be placed on the Company’s or LLP’s public records at Companies House
- An interested third party can write to the registrar and ask him to withdraw the notice. An interested third party could be HMRC, a creditor, or shareholder. The striking off action will be suspended while the Registrar examines the claim of the third party.
- The Registrar will consider any objections he receives, before making a final decision.
- If the first notice is not withdrawn, the company or LLP will be struck off.
Bona Vacantia
The assets of a company that has been dissolved by the Registrar do not have a legal owner. They are known as Bona Vacantia or “vacant goods”. Goods that have no legal owner become the property of the Crown. Bank accounts are frozen, and the balances transferred to the crown as are any other assets.