Active Proposal to Strike Off: What It Means and What You Should Do Next

An active proposal to strike off means a live process is running to remove your company from the Companies House register. The company still exists and can still be saved in the moment, but a clock is ticking and the countdown is publicly visible to every creditor, bank, and supplier who looks.

What happens next depends on one thing: who started it. If you filed the application yourself, the process is doing what you asked. If Companies House started it, something has been missed and the company will be dissolved unless you act.

This guide covers what the status means, how long you have, what happens when it changes to suspended, or discontinued, and what to do if the company owes money.

The short version

• An active proposal to strike off means the registrar intends to dissolve the company and a Gazette notice has been published.
• Strike off happens no less than two months after that notice, and in some cases just 28 days.
• Objections must reach Companies House at least two weeks before the stated date.
• Suspended means an objection has been accepted, usually by HMRC or a creditor.
• A suspension is not permanent. It runs for around six months and the strike off can then resume.

What Does an Active Proposal to Strike Off Mean?

An active proposal to strike off means Companies House has published a notice in the Gazette stating that it intends to remove the company from the register. At this stage the company is still a legal entity and has not been dissolved, so while it can still trade, we advise most directors to stop and think before doing so.

The status itself looks identical whether the strike off is voluntary or compulsory. Companies House does not label which is which on the company record.

If you filed the application, you will recognise what you are looking at. The status catches people out in a narrower set of situations: where one director filed a DS01 without telling the others, where an accountant or formation agent submitted it on the company’s behalf, or where a dormant company was dealt with months ago and nobody remembers who did what. It also catches out creditors, shareholders and employees, who see the same words and have no way of telling whether the directors chose this course of action.

HMRC calls the same thing ‘Intent to Strike Off’, or ITSO, in its internal guidance. The wording matters if you are dealing with HMRC directly, because a letter or a phone call referring to ITSO is talking about the status sitting on your Companies House record right now, and not some separate process. HMRC uses that term throughout its own systems, so a caseworker may use it without explaining it.

Why Has my Company got an Active Proposal to Strike Off?

Your company has an active proposal to strike off for one of two reasons: someone applied for it, or the registrar started the process without being asked.

Check the filing history before anything else. If form DS01 appears in the last few weeks, the strike off is voluntary. If you did not file it yourself, find out who did, because a DS01 has to be signed by the majority of directors, and every affected party should have been notified within seven days.

If no DS01 was filed, the registrar has acted. Under section 1000 of the Companies Act 2006 it can do this where it has reasonable cause to believe a company is not carrying on business or in operation. In practice that usually means a missed confirmation statement, overdue accounts, no director in place, or correspondence returned undelivered.

Two newer routes also exist, and both are worth understanding because they behave differently from a standard compulsory strike off.

1. The first applies where the registrar believes the company was registered on a false basis, under section 1002A of the Companies Act 2006. That covers information in the incorporation application, or in an application to restore the company, that is false or misleading in a material way. In practice this catches companies incorporated using a stolen identity, a fabricated director, or an address the applicant had no right to use. This is the route that carries the shorter deadline: strike off can follow no less than 28 days after the Gazette notice rather than two months.
2. The second applies to registered office addresses. Every company must have an appropriate address at all times. Where the registrar decides an address does not qualify, it can move the company to a default address held at Companies House. The company then has 28 days to file a change to a proper address, with evidence that it can use it. Miss that, and the registrar can begin strike off action, which then runs on the normal two month timetable after the Gazette notice.

So one route shortens the window after publication and the other adds a deadline before it. Both are easy to miss if you are counting two months from the day you noticed the status.

How Long Does an Active Proposal to Strike Off Take?

An active proposal to strike off runs for no less than two months from the date the Gazette notice is published. Companies House states the intended strike off date in the notice itself, so read the notice rather than counting from the day you spotted the status.

The exception is the false-basis route described above, where the period is no less than 28 days. Companies House guidance confirms the strike off date is usually within two months of the notice but in some cases can be within 28 days, and it does not flag which is which anywhere on the company record.

If you intend to object rather than simply file the missing documents, your objection has to reach Companies House at least two weeks before the stated strike off date. That two week margin is easy to overlook and it effectively shortens your window again.

What Happens When the Two Months Run Out?

When the two-month period expires with no objection, a second notice is published and the company is dissolved. HMRC’s own guidance sets out the timing precisely: dissolution begins on the first Tuesday following the deadline, and the Final Gazette notice publishes the Tuesday after that.

Once that Final Gazette notice appears, the dissolution cannot be stopped. That is the point of no return, and there is no warning letter marking it.

What Does Strike Off Action Suspended Mean?

Strike off action suspended means an objection has been received and accepted, and the process has stopped for now. This means the company stays on the register for the time being. Whoever objected did so because they stand to lose something if the company disappears.

Neither suspended nor discontinued is a legal term. They do not appear in the Companies Act 2006 and Companies House does not publish definitions for either, which is why explanations of them vary so widely.

In practice, where you see compulsory strike-off action has been suspended, or voluntary strike off action has been suspended, someone has objected.

HMRC is the most common objector, for structural reasons rather than any coincidence. It is a creditor of almost every trading company through VAT, PAYE and corporation tax, and its objection process is automated rather than discretionary. A supplier has to notice the notice and decide to act. HMRC does not.

How Long Does a Strike Off Suspension Last?

A suspension following an active proposal to strike off is not open ended. HMRC’s internal guidance states that where an objection is made, Companies House delays the strike off for around six months, specifically 190 days, which gives creditors time to pursue what they are owed.

At the end of that period, Companies House does not issue any reminders. The objecting creditor has to actively renew, and HMRC reviews its own objections roughly four months in to decide whether to renew, withdraw, or take no further action.

So a suspension has two possible endings: 

1. The objection is renewed and the company stays on the register.
2. Nobody renews it and the strike off resumes.

What Does Strike Off Action Discontinued Mean?

Strike off action discontinued means the registrar has abandoned the strike off entirely rather than pausing it. The company is no longer at risk from that particular action and can carry on.

Discontinuation usually comes after the underlying problem has been fixed: overdue accounts have been filed, a confirmation statement was submitted, a registered office address has been corrected, or the registrar is satisfied that the company is trading after all.

The difference between the two matters more than it looks. Discontinuation closes the matter. A suspension only pauses it, and treating a pause as a reprieve is how directors lose the time they had left.

Does HMRC Decide Case-by-Case Whether to Object?

Generally, HMRC will not decide whether to object on a case-by-case basis. The process behind HMRC objections is automated. Its internal guidance describes a system called BISTO, populated monthly from a risk profiling feed, which objects to every new case on the day it is imported. Caseworkers review it afterwards, not before.

That is a meaningful difference from the way this is usually described. If your company owes tax and shows an active proposal to strike off, an objection is closer to the default outcome than a possibility.

One limit is worth knowing. Objections can only be made while the company shows this status. Once a company is in a formal insolvency procedure, that route closes.

Can you Stop an Active Proposal to Strike Off?

An active proposal to strike off can be stopped, and for most compulsory cases, this is a purely administrative process rather than a highly involved and complicated one. If the registrar acted because filings were overdue, delivering the outstanding accounts or confirmation statement is usually enough. If the registered office address was the trigger, you only need to file the change and evidence that the new address is appropriate.

If the directors applied and have changed their minds, the application must be withdrawn using form DS02.

Importantly, withdrawal is not optional in every case. Where the company stops meeting the eligibility criteria, section 1009 of the Companies Act 2006 requires the application to be withdrawn, and failing to do so is an offence.

When incurred,the penalties are not nominal. Applying when the company is ineligible, providing false or misleading information in support of an application, failing to send a copy to all relevant parties within seven days, or failing to withdraw when required can all bring a fine with no upper limit. Where a director withholds the application from an interested party in order to conceal it, the maximum penalty is seven years’ imprisonment alongside an unlimited fine. Disqualification from acting as a director for up to fifteen years is also possible.

Finally, anyone with an interest can object. This includes creditors, shareholders, employees, and directors. Objections go through the GOV.UK service and need the company number and evidence of the interest being claimed.

What Happens to Company Assets if the Strike Off Completes?

Every asset still held by the company on the date of dissolution passes to the Crown as bona vacantia under section 1012 of the Companies Act 2006. The bank account is frozen from that date, cannot receive payments, and its contents belong to the Crown.

This catches out directors on both sides of the process:

• On a compulsory strike off, nobody has wound anything down, so cash, equipment, vehicles, property, and book debts can all be lost.
• On a voluntary strike off, the losses are usually smaller but the cause is invariably the same. Directors wind the company down, distribute what they think is everything, but overlook something. This is usually a deposit held by a landlord or utility provider, a small credit balance in a second bank account nobody uses, a final VAT refund that arrives after dissolution, or a domain name and intellectual property still registered to the company. HMRC cannot issue a refund to a company that no longer exists, so a repayment sitting in the system when the company is struck off is simply lost.

Getting any of it back means restoring the company, which needs the Crown representative’s consent and a bona vacantia waiver letter. This process costs considerably more than it would to deal with the assets before the deadline.

Can you Strike Off a Company That Owes Money?

If the company owes money, an active proposal to strike off is not a way out of it, as debts survive dissolution. Creditors can apply to restore a struck off company for up to six years, and a restored company is treated in law as though it never left the register. Where the company was insolvent, restoration also keeps alive the routes by which you can be personally liable for the company’s debts: a personal guarantee, an overdrawn loan account, or a wrongful trading claim.

Filing the missing paperwork might stop the strike off, but it does not touch the debt, and it does not stop a creditor petitioning to wind the company up instead.

Where an insolvent company cannot pay what it owes, a Creditors Voluntary Liquidation (CVL) deals with creditors in the proper statutory order and closes the company under a licensed insolvency practitioner. Unlike a strike-off, that route clears the company’s unpayable HMRC debt in the proper order. Companies House guidance is explicit that strike off is not an alternative to formal insolvency proceedings.

Acting first also changes what closure looks like for you. Choosing a CVL keeps the process in the director’s hands, where a winding-up order puts the company into compulsory liquidation on the court’s terms. What a CVL costs is worth understanding before you rule the route out, since the cheapest quote is rarely the cheapest outcome.

Frequently Asked Questions

What does the company status “active proposal to strike off” mean? Company status active proposal to strike off means that the company is still on the register, but a Gazette notice has been published stating that it will be removed. Active and active proposal to strike off appear together because the company has not been dissolved yet.

Can I still trade with an active proposal to strike off? Legally the company still exists during an active proposal to strike off, so it can continue to trade. However, whether it should is another question, because banks and suppliers monitor Companies House and may restrict facilities once the status appears.

Does an active proposal to strike off affect my company bank account?
Bank accounts will not be immediately affected during an active proposal to strike off. The account is frozen on dissolution, not on publication of the notice. Some lenders act earlier on their own initiative.

Is discontinuation better than suspended? Discontinued refers to when the strike off action has been dropped, while suspended means it has been paused, usually as a result of an objection. Suspension means that the process can restart. 

What does compulsory strike off mean? Compulsory strike off means that the registrar started the process rather than the directors, normally because filings are overdue or the company appears not to be trading.

Speak to a Licensed Insolvency Practitioner Today

An active proposal to strike off is only an administrative problem when the company owes nothing. Where there are debts behind it, the decisions made inside those two months determine what happens to you personally, long after the company itself has gone.

Inquesta is a licensed insolvency practice based in Manchester, led by Steven Wiseglass, a licensed insolvency practitioner regulated by the Insolvency Practitioners Association with over 20 years’ experience advising directors. Steven is a member of R3’s North West Regional Committee. Only a licensed insolvency practitioner can take a formal appointment, and you can verify any practitioner’s licence on the Insolvency Service register before you instruct them.

Initial consultations are free and confidential. Nothing you tell us is reported to HMRC or to Companies House. We will tell you which route applies to your company, what the status means in your circumstances, and what your options are before the deadline passes.

Complete our contact form to request a callback. Alternatively, call us today or email [email protected].