Restore a Dissolved Company
Company Restoration Solicitors
Although Attwells Solicitors are widely recognised for our expertise in property law, a significant portion of our work focuses on corporate and commercial matters. Our experienced team of corporate solicitors is highly skilled and ready to assist you with restoring a dissolved company today.
Restore a Dissolved Company with Administrative Restoration
Administrative restoration is the process by which a company that has been struck off the Register at Companies House can be reinstated without the need for a court order. This option is available to individuals who were directors or shareholders at the time the company was dissolved.
Restoring a dissolved company is especially important when the company owned property at the time of dissolution. Once a company is struck off, any assets or land it owned become bona vacantia—a legal term meaning the property passes to the Crown and is considered ownerless. Until the company is restored, any sale, development, or transfer of such property cannot legally take place.
At Attwells Solicitors, we have extensive experience assisting clients with the restoration of dissolved companies. We often work with management companies and businesses holding property assets that have been struck off. This situation can arise where land of significant value is involved, or where a company provided essential functions related to property, such as acting as a landlord or managing communal areas.
If your company has been dissolved and held property or played a key role in managing valuable assets, prompt restoration is critical. Our expert corporate solicitors can guide you through the administrative restoration process and help you recover control of your property.
How long does Administrative Restoration take?
An administrative restoration typically takes 8 to 12 weeks, depending on how quickly required documents are prepared and whether a bona vacantia waiver letter is needed. Delays can occur if filings are incomplete, but working with a solicitor can help ensure a smoother, faster process.
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Administrative Restoration: How to Restore a Dissolved Company
Initial Requirements for Administrative Restoration
If your company has been dissolved and you wish to restore it via administrative restoration, there are specific eligibility criteria that must first be met. This process allows a company to be restored to the Companies House register without the need for a court order. However, not all companies qualify.
To proceed with an administrative restoration application, the following legal requirements must be satisfied:
- Eligible Applicant: The application must be submitted by a former director or shareholder of the company.
- 6-Year Time Limit: The application must be made within 6 years of the date the company was struck off the register.
- Involuntary Strike-Off: The company must have been dissolved by the Registrar of Companies, typically due to non-compliance such as failure to file annual accounts or confirmation statements. Voluntary dissolutions, initiated by the company itself, are not eligible for administrative restoration.
- Company Was Trading: The company must have been actively trading or in operation at the time of its dissolution.
If your dissolved company meets all of the above criteria, you may begin the administrative restoration process.
Administrative Restoration – Application Requirements
The administrative restoration process involves preparing and submitting several key documents to Companies House and the Crown. The aim is to bring the company fully up to date in terms of its statutory obligations.
Key Application Steps Include:
- Filing All Outstanding Documents: You must file all overdue documentation, including annual accounts, confirmation statements and company registers (if applicable).
- Bona Vacantia Waiver Letter: If the company held assets, especially land or property at the time of dissolution, these assets are now deemed bona vacantia (ownerless) and will have passed to the Crown. Therefore, you must obtain a waiver letter from the relevant Crown representative (such as the Bona Vacantia Division or the Duchy of Lancaster or Cornwall), granting consent for the restoration.
Administrative Restoration – Application Fees
The application to the Registrar of Companies needs to be accompanied by all the documentation that would bring the company up to date in terms of legal filing requirements, as well as a suitable ‘bona vacantia’ waiver letter is obtained from the relevant representative for the Crown providing their consent to the restoration application being made.
In addition to an application fee of £100 being made to the Registrar, the following fees will also be applicable to this process:
- Waiver Letter Fee: This fee will vary dependent on the location of your company’s registered office.
- Filing Fees: Applicable to each document being submitted as part of your application.
- Late Filing Penalties Fee: This will vary depending on how overdue each outstanding document was at the time of dissolution.
Once the application has been made the Registrar shall decide whether to restore the company or not. If the application is successful then a letter shall be provided from the Registrar confirming that the company restoration has now taken place.
What Happens After the Application Is Submitted?
Once the full application, including all supporting documents and fees, is received by Companies House, the Registrar of Companies will review the submission.
If successful, Companies House will:
- Restore the company to the register
- Issue an official restoration confirmation letter
- Reinstate the company as though it had never been dissolved
This means the company regains all its previous legal rights and obligations, including ownership of any property that had passed to the Crown.
How Attwells Solicitors Can Help with Administrative Restoration
Whether your company was dissolved due to filing delays or you need to reclaim property now classed as bona vacantia, our team of corporate solicitors can guide you through the administrative restoration process efficiently and in full legal compliance.
We can handle everything from assessing your eligibility and preparing outstanding filings to securing the necessary waiver letter from the Crown where property is involved. With deep expertise in both corporate and property law, we regularly assist landlords, management companies, and investors in restoring companies and recovering valuable assets.
Contact Attwells Solicitors today for expert legal advice on restoring your dissolved company.
