Company and LLP strike-off, dissolution and restoration

The registrar can strike off your registered company or limited liability partnership (LLP) if it is neither carrying on business nor in operation. This may be because, for example:

• documents which should have been filed with the registrar have not been received
• mail sent by the registrar to the registered office of the company or LLP is returned undelivered
• the company has no directors, or the LLP has no members

Before striking off, the registrar will send notice to the registered office of the company or LLP to find out whether it is still in business. If the registrar is satisfied that it is not, a notice will be published in the relevant Gazette stating the intention to strike the company or LLP off the register unless reason is given not to do so. You can browse recent and archive notices on the Gazette website.

A copy of the notice will be placed on your company's or LLP's public record, and unless there is a reason to do otherwise, the registrar will strike off the company or LLP not less than three months after the date of the notice. The company or LLP will be dissolved on publication of a further notice in the relevant Gazette.

Avoiding being struck off

If you want your company or LLP to stay on the register, you must reply promptly to any formal enquiry letter from the registrar and deliver any outstanding documents. Failure to do so may result in directors or designated members being prosecuted.

Objecting to being struck off

The registrar will take into account objections from the business and other interested parties such as creditors, and if there are good grounds, the action will be suspended until the objection is investigated.

Dealing with the assets of a dissolved business

Once a business is dissolved, any assets of the company or LLP become 'bona vacantia' - literally, 'vacant goods'. This is the technical term for property that passes to the Crown because it does not have a legal owner. This includes the company's or LLP's bank account, which will be frozen and any credit balance passed to the Crown.

Any questions about bona vacantia property, from either limited companies or LLPs, should be directed to:

The Crown Solicitor
Royal Courts of Justice
Chichester Street
Belfast
BT1 3JY

Find information about bona vacantia on the Bona Vacantia website.