Company restoration explained

5th Aug 2025

Author: Asim Din

If your Company has been dissolved, you might think that is the end of the story. However, for many business owners, directors and even creditors, there can still be money or other assets left behind. We have seen a steady increase in enquiries from people who have discovered that funds remain in a Company account or that property has been left in the Company’s name after it was closed.

In this article, Partner Asim Din, explains how Company restoration works, when it might be necessary and what steps are involved in bringing a Company back onto the register. His aim is to help you understand the process and why obtaining the right legal advice can make all the difference.

What is Company restoration?

When a Company is dissolved and removed from the register at Companies House, it legally ceases to exist. Any assets that remain in the Company’s name pass to the Crown under a rule known as bona vacantia (meaning “ownerless goods”).

Restoration is the process of bringing the Company back onto the register, effectively reversing its dissolution. This allows the Company to deal with those leftover assets, pay out funds to its shareholders, or continue trading.

There are two main ways to do this:

• Administrative restoration – a quicker route, available only to directors or shareholders if the Company was trading at the time it was struck off and has been dissolved for less than six years.
• Restoration by court order – a more complex process, used when administrative restoration is not available or when a creditor or other interested party needs the Company to exist again to pursue their rights.

Why might a Company need restoring?

There are several reasons why restoration might be the right option:

1. To recover money or assets

This is the most common reason. Directors often discover that funds remain in a Company bank account, or that property, shares, or other assets were still in the Company’s name at the time of dissolution. Without restoring the Company, those assets remain with the Crown.

2. To restart or continue trading

Sometimes, business owners decide they want to reopen their Company, perhaps because a new opportunity has arisen or they dissolved it in error. Restoration allows them to do so.

3. To allow creditors or others to enforce their rights

Creditors, former employees, landlords, or other parties may restore a Company in order to pursue debts or other claims.

How does the process work?

➤ Administrative restoration

This is the simplest route, but it is only available to former directors or shareholders if:

• The Company was struck off by Companies House (not voluntarily closed).
• The application is made within six years of dissolution.
• The Company was trading at the time it was struck off.

It involves:

• Completing and submitting form RT01 to Companies House.
• Paying the restoration fee (currently £468).
• Bringing the Company’s records up to date, including filing any outstanding accounts or confirmation statements.
• Obtaining a bona vacantia waiver if assets have been passed to the Crown.

This process usually takes around a month, provided the paperwork is in order.

➤ Restoration by court order

If the Company does not qualify for administrative restoration, anyone with a “legitimate interest” (including creditors) can apply to the court for an order restoring the Company.

This process is more involved and includes:

• Filing a claim with the court.
• Paying the court fee and Companies House fee.
• Liaising with the Treasury Solicitor if bona vacantia assets are involved.

Court restoration can take around four to six months but can be essential when administrative restoration is not an option.

Frequently asked questions about Company restoration

• How much does Company restoration cost?

Administrative restoration costs £468 plus any late filing penalties and the cost of bringing Company records up to date. Court‑ordered restoration involves additional court fees and legal costs. While these are set fees, there are often additional requirements, so obtaining advice helps to avoid unexpected costs.

➤ How long does the process take?

Administrative restoration usually takes around a month, while court‑ordered restoration can take 4–6 months depending on the complexity of the case. Having the right documentation in place from the start helps avoid unnecessary delays.

➤ Can anyone apply for restoration?

Directors or shareholders can apply for administrative restoration. For court‑ordered restoration, anyone with a legitimate interest (for example, a creditor or former employee) can apply. We can advise on your eligibility and which route best suits your circumstances.

➤ What happens to Company assets after restoration?

Once the Company is restored, assets do not automatically come back under your control. Further steps are often needed to recover them, which we can guide you through.

How Butcher & Barlow can help

Company restoration involves strict rules and detailed paperwork. Errors can delay the process or even result in an application being refused.

With extensive experience supporting directors, shareholders and creditors, we can guide you through the most appropriate route for restoration, prepare and submit the necessary documentation and liaise with Companies House, the courts and the Crown to ensure the process runs smoothly.

Next steps

If you believe your dissolved Company still holds funds or assets, or if you need to restore it for another reason, it is important to act promptly as time limits may apply.

Contact our team to arrange an initial conversation with Asim Din, who can advise you on the best route forward and guide you through the process from start to finish. Before taking any steps, seek advice to ensure your application is correct and avoids costly delays.

 

 

The information in this article was correct at the time of publication. The information is for general guidance only. Laws and regulations may change, and the applicability of legal principles can vary based on individual circumstances. Therefore, this content should not be construed as legal advice. We recommend that you consult with a qualified legal professional to obtain advice tailored to your specific situation. For personalised guidance, please contact us directly.