To dissolve a company, its directors apply to Companies House to have it struck off the register, usually by filing a DS01 form once the company has stopped trading and has no significant debts. The company is then removed from the register and ceases to exist as a legal entity, provided no creditor or other party objects during the notice period.
This guide walks through how to dissolve a company step by step, including who can apply, who you must tell, the Gazette notice, typical costs and timings, and what to do instead if the company still owes money.
What dissolving a company means
Dissolving a company, also called striking off or voluntary strike off, means removing it permanently from the Companies House register. Once dissolved, the company stops existing as a legal entity and can no longer trade, hold assets or be sued.
This differs from liquidation, where a licensed insolvency practitioner formally winds up the company's affairs, deals with creditors, and distributes any remaining assets. Dissolution is a simpler, cheaper administrative route, but it is only appropriate for companies with no meaningful debts. If you are unsure which route fits your circumstances, our guide to company insolvency options sets out the alternatives side by side.
When you can strike off (and when you can't)
Companies House will only accept a strike-off application if certain conditions are met. Before applying, the company must:
- Not have traded or changed its name in the last three months
- Not be subject to any insolvency proceedings, such as liquidation or administration
- Have no agreements with creditors, such as a company voluntary arrangement
- Have no significant assets left that haven't been dealt with
Crucially, striking off is not designed for companies with significant debts. If the company owes money it cannot pay — to HMRC, suppliers, or a landlord, for example — dissolution is the wrong tool. Any creditor can object to the strike off, and directors can face personal risk if they use dissolution to avoid paying what's owed. Where debts are a factor, it is worth reading how strike off vs liquidation compares before deciding.
How to dissolve a company: the DS01 process step by step
The core of how to dissolve a company is completing and filing form DS01 with Companies House. In outline, the process runs as follows:
- Close down the company's affairs — stop trading, settle any final debts, collect in outstanding money owed to the company, and deal with any remaining assets or bank accounts.
- Get board and shareholder agreement to apply for strike off.
- Complete form DS01, giving the company's details and confirming the eligibility conditions are met.
- Get it signed by the majority of directors (more than half, where there is more than one).
- Send copies to everyone who is legally entitled to know, within seven days of submitting the form (see below).
- Submit the form to Companies House, either online or by post, along with the filing fee.
Companies House then reviews the application and, if accepted, places a notice in The Gazette to give anyone with an interest the chance to object. Full guidance on eligibility and the DS01 form is available on the gov.uk strike off guidance.
Notifying creditors and other parties
Directors must send a copy of the DS01 to all relevant parties within seven days of filing it. This is a legal requirement, not a courtesy, and includes:
- All known creditors, including HMRC
- Employees
- Shareholders and any directors who did not sign the form
- Pension fund trustees or managers, where relevant
- Any other directors who joined after the application was made
Failing to notify someone who is entitled to know is a criminal offence and can also lead to the strike off being objected to or the company being restored later. If in doubt about who needs telling, this is exactly the kind of question worth putting to a regulated specialist before you file.
The Gazette notice and objection window
Once Companies House accepts the DS01, it publishes a notice in The Gazette — the UK's official public record — announcing the intention to strike the company off. This starts a statutory objection period.
Anyone with a legitimate interest, including HMRC, other creditors, or an employee, can object during this window if they believe the company should not be dissolved, for example because it owes money or has undisclosed assets. If no valid objection is received, Companies House publishes a second Gazette notice confirming the company has been dissolved, and it is then removed from the register. You can search live and past strike-off notices on The Gazette's insolvency notices.
Costs and how long it takes
Filing a DS01 carries a modest government fee, payable to Companies House when the form is submitted; this fee changes from time to time, so it is worth checking the current figure on the gov.uk guidance before applying. Beyond the filing fee, there is no requirement to use paid professional help, though many directors take advice to make sure the eligibility criteria and notification duties are correctly handled.
From submission, the process typically takes around two to three months in total, allowing for Companies House's review, the statutory objection period, and the two Gazette notices. Timescales can run longer if an objection is raised, since the strike off is then suspended until the issue is resolved.
What to do instead if the company has debts
If the company cannot pay its debts as they fall due, striking off is not the right route, and attempting it can expose directors to personal risk if a creditor later objects or applies to restore the company. In these circumstances, a formal insolvency process, usually a form of liquidation overseen by a licensed insolvency practitioner under the Insolvency Act 1986, is generally the appropriate path.
Which process fits depends on whether the company is solvent or insolvent, and what the directors and shareholders want to achieve. Our comparison of liquidation vs dissolution explains the key differences, and a regulated insolvency practitioner can advise on the right option once they understand the company's full financial position.
Frequently asked questions
Can a dissolved company be restored?
Yes. A dissolved company can be restored to the Companies House register, either by court order or, in some cases, through an administrative process, if a creditor, former director, or other interested party applies within the statutory time limit. Restoration reinstates the company as if it had never been dissolved.
Who must I tell before applying to dissolve a company?
You must notify all creditors, employees, shareholders, any non-signing directors, and pension fund trustees or managers within seven days of filing the DS01. This is a legal duty under the strike off rules, not optional.
Can HMRC object to a company being struck off?
Yes. HMRC regularly objects to strike-off applications where tax is owed or outstanding returns are due, which is one reason dissolution is unsuitable for companies with unresolved debts.
What happens to a company's remaining assets on dissolution?
Any assets not dealt with before dissolution technically pass to the Crown as "bona vacantia" (ownerless property). Directors should settle bank accounts and other assets beforehand to avoid this.
Is dissolving a company the same as liquidation?
No. Dissolution is an administrative strike off suited to companies with no significant debts, while liquidation is a formal insolvency process, usually led by a licensed insolvency practitioner, for winding up a company's affairs and dealing with creditors.
This article is general information, not legal, financial or insolvency advice, and does not cover every circumstance. Directors should speak to a regulated specialist about their own situation before taking any action.
If your company has debts and you're weighing up whether dissolution is realistic, Harbourfirst can introduce you to a regulated insolvency practitioner or solicitor to talk it through — start an enquiry.