What Happens When a Company is Dissolved?

Dissolution is the legal end of a company. It's removed from the Companies House register and ceases to exist as a legal entity. Here's everything you need to know.

What Does "Dissolved" Mean?

When a company is dissolved, it is struck off the Companies House register and ceases to exist as a legal entity. It can no longer trade, enter contracts, employ people, or own assets. Any remaining assets pass to the Crown (known as bona vacantia).

On UK Company Hub, dissolved companies show a grey "Dissolved" status badge. You can still view their historical information — directors, filing history, and previous names — but no new filings will appear.

How Does a Company Get Dissolved?

There are three main routes to dissolution:

1. Voluntary Dissolution (Striking Off)

Directors can apply to have the company struck off by filing a DS01 form with Companies House. This is the most common route and is used when:

  • The company has stopped trading
  • It has no outstanding debts, assets, or legal proceedings
  • It hasn't traded or changed names in the last 3 months
  • It's not threatened with liquidation

After the application is filed, Companies House publishes a notice in The Gazette. If no objections are raised within 2 months, the company is dissolved.

2. Compulsory Striking Off

Companies House can strike off a company if it believes the company is no longer carrying on business. This typically happens when:

  • Annual accounts haven't been filed
  • Confirmation statements are overdue
  • Mail sent to the registered address is returned

Companies House sends two letters to the registered office before publishing a notice in The Gazette. If there's no response within 3 months, the company is dissolved.

3. Following Liquidation

After a company goes through formal liquidation (voluntary or compulsory), the liquidator's final account is filed and the company is dissolved 3 months later.

What Happens to the Company's Assets?

Any assets remaining at the time of dissolution become bona vacantia — property of the Crown. This includes:

  • Bank account balances
  • Property and land
  • Intellectual property (trademarks, patents)
  • Outstanding debts owed to the company

If you discover assets after dissolution, you may be able to apply to restore the company (see below) or claim bona vacantia property through the Treasury Solicitor.

What About Directors?

Directors of a dissolved company should be aware that:

  • Their directorship record on Companies House is permanent — it doesn't disappear when the company is dissolved
  • If the company was dissolved to avoid debts, creditors can apply to restore the company and pursue claims
  • Directors may face personal liability if they allowed the company to trade while insolvent
  • Overdue filing penalties remain the personal liability of directors

Can a Dissolved Company Be Restored?

Yes, in certain circumstances. There are two methods:

Administrative Restoration

Former directors can apply to Companies House within 6 years of dissolution. The company must have been carrying on business at the time it was struck off. All overdue filings and penalties must be brought up to date.

Court Order Restoration

Any interested party (director, shareholder, creditor, or employee) can apply to the court for restoration. The time limit is generally 6 years, though it can be longer in some cases involving property or personal injury claims.

How to Check if a Company is Dissolved

You can check any company's status for free using UK Company Hub. Simply search for the company name or number. Dissolved companies display a grey "Dissolved" badge and show the date of dissolution in their filing history.

Our company search returns both active and dissolved companies, so you can always find historical records.

Key Takeaways

  • Dissolution is permanent unless the company is restored via application or court order
  • Remaining assets pass to the Crown as bona vacantia
  • Directors' records remain visible on Companies House permanently
  • Companies can be restored within 6 years if there's a valid reason
  • Voluntary dissolution requires a DS01 form and a 2-month Gazette notice period