Striking off/Dissolving a company

**zeitghost** · 14 July 2005, 15:50

There used to be an answer to this, but I think it disappeared during the slight hiatus in May... maybe it's still on the old board...

Such as this:

http://p201.ezboard.com/fcukfrm4.sho...icID=554.topic

And:

http://p201.ezboard.com/fcukfrm4.sho...icID=926.topic

And:

http://p201.ezboard.com/fcukfrm4.sho...icID=927.topic

And:

http://p201.ezboard.com/fcukfrm4.sho...icID=543.topic

My accountant produced two letters, one for the IR and one for companies house.

The one for the IR was sent off first & when the IR had approved the shutdown, I emptied the company bank account, "took" the remaining assets as advised and the letter for companies house was sent off.

Eventually the company was dissolved.

Hope that helps.

**krash** · 15 July 2005, 10:40

Thanks for that zeitghost, I read them with interest.

I have a question on the CG concession - do you have to write in to the IR/fill in a form to apply for that?

Cheers, K

**krash** · 19 July 2005, 12:33

I'm risking being told to "find you own accountant!!!" - but you wouldn't want to quote any parts of those letters would you?

**nobody here but us chicke** · 24 July 2005, 19:41

this was accepted.

Further to our telephone conversation today, we wish to apply for extra statuary concession C.16 for the closure of XXXXXXXXXX Limited.

The company has ceased to trade and there is no intention to resume trading. We have cancelled our VAT registration.

We have collected all debts owed to the company and intend to pay off all creditors and distribute the residue of the company assets to the shareholders.

We intend to seek a formal striking off and dissolution of the company.

The company shall submit final corporation tax returns and the company and shareholders will provide information necessary for the calculation of corporation tax. We shall of course pay any corporation tax due.

The shareholders will then pay any capital gains tax due as a result of this distribution.

I believe that this satisfies the requirements for ESC C.16. Could you please confirm that this is acceptable to the Inland Revenue and that the concession will be granted?

May I take this opportunity to wish yourself and the other CT staff a Happy Christmas.

-------------------------------

Rang them up and asked what I needed to do - answer - write in to make the application with the undertakings required (from ir1.pdf) Had to submit the final ct return and accounts.

obviously the xmas reference is optional.

**zeitghost** · 25 July 2005, 18:55

Letter the First

Company's Registered Address as Header

Date

Inland Revenue
Swansea SVC
Tremains House
Tremains Business Park
Tremains Road
Bridgend
CF3 1TZ

Dear Sirs,

Re: Blah de Blah Ltd. - xxx/xxxxx

Please note that the above company has now ceased trading and will shortly be applying for the company to be dissolved (under Section 652) at Companies House.

The Company ceased trading on xx/xx/xx

Final accounts were prepared for the period to xx/xx/xx

Please issue the final P35 so that this may be completed.

Please contact the company's accountant below should you require any information.

Nxxxx Wxxxxxxs Ltd, etc.

Yours Faithfully

xxxxx x xxxxxx

**zeitghost** · 25 July 2005, 19:04

Letter the Second - this one went to the normal IR office dealing with the company.

Company Reg Office address as header.

Date

Inland Revenue
West Wales Area
Ty Nant
180 High Street
Swansea
SA1 5AP

Dear Sirs,

Re: Blah de Blah Ltd. - xxx xxxxx xxxxx (I don't recognize this number by the way).

The above company has now ceased trading and has recently submitted final accounts for the period to xx/xx/xx

It is intended to dissolve the company under Section 652, Companies Act 1985 and seek approval that the distribution to shareholders are covered by section 209(1), ICTA 1988.

I can assure the company:

1. does not intend to trade or carry on business in the future; and
2. intends to collect its debts, pay off its creditors and distribute any balance of its assets to its shareholders; and
3. intends to seek striking off and dissolution.

The company and its shareholders agree that

1. they will supply such informatin as is necessary to determine, and will pay, any Corporation Tax liability on income or capital gains, any ACT liability on distributions under Schedule 13 ICTA 1988; and

2. the shareholders will pay any Capital Gains Tax liability in respect of any amount distributed to them in cash or otherwise as if the distributions had been made during a winding-up.

Please contact the company's accountant below should you have any questions.

Nxxxxx Wxxxxxs, etc.

Yours Faithfully,

etc.

**zeitghost** · 25 July 2005, 19:10

To which the reply was:

Inland Revenue
West Wales Compliance
Ty Nant
etc

Mr Zeit. Ghost
Managing Director,
Blah de Blah Ltd.
Company's reg address.

Date: xx/xx/xx
Our Ref: xxx/x/xxxxx xxxxx/xxx/xxx (which contains that number above that I don't recognize...)

Dear Mr Ghost,

Blah de Blah Ltd.

I refer to your letter dated xx/xx/xx the content of which is noted.

In view of the undertakings and declarations contained in your letter of xx/xx/xx I am able to confirm that I have no objection to the provisions of Extra Statutory Concession C.16 being operated in this case and the company being struck off form the record accordingly.

Yours Sincerely,

A. N. Droid.
CT Coordinator.

**zeitghost** · 25 July 2005, 19:14

Once you have the approval of the IR, you can empty the company bank account, "take" whatever other assets exist (like pc, desk, etc).

Close the company account.

Send form 652a to Companies House with a cheque (it was £10 then) and lo! eventually you won't have a company any more.

Hope that helps.

**Paul Paranoia** · 27 July 2005, 12:43

Complications

Did you recieve full Business Asset Taper Relief on the money you withdrew from the company? From what I've read, there may be complications if the capital distribution was paid out after the company had ceased trading.

Striking off/Dissolving a company