How to Strike Off a UK Company: DS01 Process

When a UK private limited company has reached the end of its useful life, has no debts, and has not traded for at least three months, the cleanest exit is a voluntary strike-off under section 1003 of the Companies Act 2006. The mechanism is the DS01 application to Companies House. This how-to guide walks through the legal eligibility, the documents to gather, the filing steps, and the post-dissolution implications, with emphasis on the points where directors most often go wrong.

Step 1 — Confirm Eligibility (Companies Act 2006, s.1004 and s.1005)

Before filing DS01, the directors must confirm that none of the disqualifying conditions in sections 1004 and 1005 apply. The company must NOT have, in the last three months:

• Traded or otherwise carried on business
• Changed its name
• Sold any property or rights that, before the cessation of trade, the company would have made or held for the purpose of disposing of for value in the ordinary course of business
• Engaged in any activity except those necessary to apply for strike-off (e.g., paying creditors, settling employees, settling final tax position)

Additionally, the company must NOT be:

• Subject to insolvency proceedings (administration, liquidation, CVA, scheme of arrangement)
• The subject of a section 895 scheme proposal
• Trading

If any of these apply, strike-off is not available; the company must instead consider Members’ Voluntary Liquidation (MVL) for solvent companies or Creditors’ Voluntary Liquidation (CVL) for insolvent ones.

Step 2 — Settle All Liabilities

Although the Companies Act 2006 does not formally require zero liabilities for strike-off (creditors object via the public notice), in practice the company must settle:

• HMRC — file final Corporation Tax return (CT600), pay any tax due, settle PAYE and VAT positions, de-register for VAT and PAYE
• Employees — pay final wages, holiday pay, redundancy where applicable, issue P45s
• Suppliers — pay outstanding invoices
• Banks — repay loans, close accounts (after Companies House issues the Gazette notice — keep one account open for the moment)
• Landlords — surrender or assign leases

Any debt the company leaves behind can be enforced by the creditor objecting to strike-off (see Step 6).

Step 3 — Distribute Remaining Assets

Once liabilities are settled, distribute the remaining assets to shareholders. Any asset not distributed before strike-off becomes bona vacantia (ownerless property) and vests in the Crown under the Companies Act 2006 section 1012. This includes cash in bank accounts. Recovering bona vacantia funds requires application to the Treasury Solicitor and is rarely cost-effective.

The distribution can be a capital distribution (potentially attracting capital gains tax for shareholders, with Business Asset Disposal Relief at 14% from 2025-26 if conditions met) — but only if the total amount distributed is £25,000 or less under the Extra-Statutory Concession C16 as codified in section 1030A of the Corporation Tax Act 2010. Above £25,000, MVL is normally required to obtain capital treatment.

Step 4 — Notify Affected Parties (Required by s.1006)

Within 7 days of submitting DS01, the directors must send a copy of the application to:

• Every member (shareholder) of the company
• Every creditor (including contingent creditors)
• Every employee
• Every director who has not signed the form
• Trustees of any pension scheme
• Managers or trustees of any pension fund for the company’s employees

Failure to notify is a criminal offence under section 1006(6) of the Companies Act 2006, punishable by fine.

Step 5 — File DS01 with Companies House

Two filing routes:

1. Online (Companies House service) — fee £33 (2026), faster, recommended
2. Paper DS01 — fee £44 (2026), posted to Companies House

The form requires:

• Company name and registration number
• Names and signatures of a majority of directors (at least the majority — if there are 1–2 directors, all must sign; if 3+, a majority)
• A statement that none of the disqualifying conditions in s.1004 and s.1005 apply

Reference: https://www.gov.uk/strike-off-your-company-from-companies-register

Step 6 — Public Notice in the Gazette

Companies House publishes a notice in the London Gazette (or Edinburgh / Belfast Gazette for Scottish / NI companies) stating that, unless cause is shown, the company will be struck off after two months from the notice date. This is the window in which:

• HMRC may object if tax is unpaid
• Creditors may object if debts are owed
• Any interested party may object

Objections are common where directors have not fully settled with HMRC. An objection delays strike-off until resolved.

Step 7 — Strike-Off and Dissolution

If no objections succeed, Companies House publishes a second notice two months after the first. The company is then struck off the register, and the second notice in the Gazette confirms dissolution. The company ceases to exist as a legal person from the date of the second notice.

Step 8 — Records Retention

Even after dissolution, the former directors must retain company records for 7 years under section 388 of the Companies Act 2006 (accounting records) and 6 years for VAT records under VATA 1994. HMRC retains the right to investigate post-dissolution.

Common Mistakes — Gyoseishoshi View

Restoration After Strike-Off

A struck-off company can be restored to the register within 6 years by court order (s.1029) or within 20 years for personal injury claims. Administrative restoration is available for companies struck off under s.1000 (compulsory) but not s.1003 (voluntary) — voluntary strike-offs require court restoration.

Conclusion — A Clean Closing Chapter

DS01 is the cheapest, cleanest closure for a small, solvent, non-trading UK Ltd. The total fees rarely exceed £100, and the timeline is around three months from filing to dissolution. But the eligibility tests in sections 1004 and 1005 are unforgiving, and the bona vacantia rule has trapped many directors who left cash behind.

A Gyoseishoshi cannot file DS01 on behalf of a UK company or advise on UK-specific tax outcomes — those require UK-qualified professionals. Scrib🐮 produces the corporate-side documents: board resolution authorising the strike-off, shareholder communication, the s.1006 notification letters, and the post-dissolution records pack required under s.388.

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Disclaimer

Legal information, not legal advice. MmowW Scrib🐮 is operated by a licensed Gyoseishoshi (行政書士) office in Japan. We are not UK solicitors.

Sources

• Companies Act 2006 (Part 31, Strike-off): https://www.legislation.gov.uk/ukpga/2006/46/part/31
• Strike off your company from the register (DS01): https://www.gov.uk/strike-off-your-company-from-companies-register
• Companies House fees: https://www.gov.uk/government/publications/companies-house-fees
• Corporation Tax Act 2010 s.1030A: https://www.legislation.gov.uk/ukpga/2010/4/section/1030A