Shutting down a company

Overview 📘

This guide outlines the main administrative steps for closing a UK limited company. It is intended for companies with little or no debt that simply need to be closed and removed from the Companies House register.

While this guide covers the essential HMRC and Companies House processes, there are often additional factors to consider - such as employee redundancies, investor communications (especially under SEIS/EIS), and legal matters. For those areas, it’s best to consult seek professional advice, from Barnes & Scott for the tax matters and a qualified solicitor for the legal areas.

✅ HMRC Requirements

Deregister from VAT and File a Final VAT Return

If your company is VAT-registered, you must cancel your registration and submit a final VAT return. Make sure all invoices and asset disposals are accounted for.

🔗 Cancel your VAT registration

Cease Your PAYE Registration

If you employ staff, inform HMRC that you are ceasing as an employer. Submit your final payroll returns (including P45s and P60s) and pay any outstanding liabilities.

🔗 Stop employing staff

Submit Final Accounts and Company Tax Return

HMRC requires:

• A final set of statutory accounts
• A final Corporation Tax return (CT600)

Tick the “final return” box when filing and ensure all corporation tax is paid before striking off the company.

🔗 HMRC guidance: Closing your company

🏛️ Companies House

File a DS01 Form to Remove the Company

Once all HMRC matters are settled, you can request your company’s removal from the register using a DS01 form.

After submitting:

• Your company bank account will soon be frozen, so distribute or withdraw all remaining funds first.
• Any balance left in the account after strike-off passes to the Crown (bona vacantia) under company law.

🔗 Strike off a company from the register (Form DS01)

💡 Additional Considerations for Tech Founders

Notify Shareholders and Investors

If your company raised funds through SEIS or EIS, investors will need documentation confirming the closure for their records. Ensure they’ve received relevant certificates (e.g. SEIS3/EIS3) and encourage them to seek personal tax advice.

Close Online Subscriptions and SaaS Tools

Cancel recurring services (e.g. Stripe, AWS, Google Workspace, Notion, Slack). These often continue to bill after closure unless explicitly terminated.

Export and Back Up Company Data

Before closing any accounts, download and securely store essential business data — such as accounting records, contracts, and communication logs. Access may be lost after closure.

Deregister from the ICO (if applicable)

If your company was registered with the Information Commissioner’s Office under GDPR/data protection requirements, you should formally deregister.

🔗 Deregister from the ICO

Review Intellectual Property

If the company owns intellectual property (such as codebases, domain names, trademarks, or patents)  decide whether to:

• Transfer ownership to another company, or
• Retain it personally.

Document the transfer clearly before closure.

Update Your Website and Social Media

If your company has a website or social profiles, consider adding a closure notice or removing them entirely to prevent confusion.

📊 Summary Checklist