So your company has stopped trading, or maybe it never really got going, but it’s still sitting on the CRO register. Annual Return reminders keep landing in your inbox for a business you’ve mentally moved on from, and you’re not sure whether ignoring them is safe. It’s a more common position than most directors realise, and there’s a clear, proper way to close things down.
For most solvent companies, that route is called Voluntary Strike-Off. It involves holding a board meeting, completing paperwork for the Companies Registration Office (CRO) and Revenue, and making sure your accounts and Annual Returns are up to date before the CRO removes your company from the register.
It’s not an overnight process. Generally it takes up to three months to get the paperwork together, and a further three months for your company to be fully “dissolved” once everything has been filed correctly with the CRO and Revenue. Roughly six months, start to finish.
This guide covers what Voluntary Strike-Off is, whether your company qualifies, what it costs, and the steps involved. If you’d rather hand the whole thing off, our Client Services Team at Kinore, a senior-led practice with dedicated client managers rather than a single overstretched contact, takes care of the process from board meeting to dissolution.
What Is Voluntary Strike-Off?
Voluntary Strike-Off is the standard route for closing a solvent Irish limited company under the Companies Act 2014. Rather than a formal liquidation, the directors ask the CRO to remove (“strike off”) the company from the Register of Companies.
To do this, you hold a board meeting, complete the relevant CRO and Revenue paperwork, and file up-to-date financial accounts with the CRO. It’s the process most Irish companies use, since it’s simpler and considerably cheaper than liquidation, provided the company meets the eligibility criteria below.
Wondering if you can just let it go instead? It’s tempting to think an unused company will quietly disappear if you stop filing. It won’t. Annual Returns, accounts and late filing penalties keep building until it’s formally closed, and leave it long enough and the CRO can start an Involuntary Strike-Off of its own accord (more on that in the FAQ below), which gives you far less control over timing. Closing it properly, even for a company that never traded, draws a clean line under it.
Are You Eligible for Voluntary Strike-Off?
A limited company in Ireland can apply to the CRO for Voluntary Strike-Off if it:
- Has stopped or ceased trading, or has never traded
- Doesn’t intend to start or resume trading
- Has paid off any outstanding debts to creditors
- Doesn’t have assets or liabilities exceeding €150
- Has all Annual Returns up to date with the CRO
A company that was set up but never traded can still use this process; the same rules apply. If any condition isn’t met, for example missed Annual Returns or unresolved debts, you’ll need to deal with that first, or consider liquidation instead.
How Much Does It Cost to Close a Limited Company in Ireland?
The CRO charges a filing fee of €15 to process a Voluntary Strike-Off application. Beyond that, your main costs are placing a notice in a national daily newspaper (a required step, covered below) and, if you use one, a company secretarial service to prepare the paperwork correctly.
For a company that’s eligible: solvent, minimal assets or liabilities, Annual Returns up to date, Voluntary Strike-Off is generally the cheapest way to close a limited company in Ireland, especially compared with a formal liquidation, which involves appointing a liquidator and is a longer, costlier process.
Voluntary Strike-Off vs Liquidation
Both close a company, but they suit different situations, and the right one depends mostly on whether there’s anything left to distribute.
|
Voluntary Strike-Off |
Members’ Voluntary Liquidation |
|
|
Suits |
Solvent companies with minimal assets or liabilities (under €150) |
Solvent companies with assets to distribute to shareholders |
|
What’s involved |
Board meeting, CRO and Revenue paperwork, newspaper notice |
Appointing a liquidator to formally wind up the company’s affairs |
|
Typical cost |
Lower: mainly the €15 CRO fee plus the newspaper notice |
Higher: liquidator’s fees apply on top of statutory costs |
|
Best for |
A simple, low-asset company ready to close |
More complex affairs, or assets that need to be distributed to shareholders |
If your company has meaningful assets to distribute, or its financial position is more complex, liquidation may be the more appropriate route. Talk to our Client Services Team if you’re unsure which applies to you.
How to Apply for Voluntary Strike-Off: 6 Steps
- Hold a board meeting. The directors vote on closing the company, in person or remotely, at least three months before you apply for Voluntary Strike-Off. Usually the company secretary takes the minutes and prepares the paperwork, or you can outsource this to a company secretarial service like Kinore.
- Complete Form G1-H15 and Form H15. If the board votes to close the company, one director completes Form G1-H15 confirming the meeting took place and the board has agreed to close it. All directors then sign Form H15, confirming the company is requesting Voluntary Strike-Off.
- Ensure all Annual Return filings are up to date. Check your Annual Return Date using the CRO’s CORE search function. If you’ve missed a return, or never filed one, you can’t proceed until all outstanding returns are filed. This is often the most time-consuming and costly part of the process, so get advice early.
- Apply for a Letter of No Objection from Revenue. Before issuing this letter, Revenue needs all tax returns filed, no outstanding tax liabilities, and the company deregistered across all tax heads. It’s only valid for three months once issued, so timing matters.
- Place a notice in a daily newspaper. Before submitting, you must advertise your intention to close the company in a national daily newspaper, published no more than 30 days before you submit your application. This is usually the last step before submission. Keep the original cut-out for the application.
- Send all paperwork to the CRO, together, before your next Annual Return Date, with the €15 filing fee:
- Form G1-H15, signed by one director, dated within three months of the application
- Form H15, signed by all directors, dated within three months
- The Letter of No Objection from Revenue, dated within three months
- The original newspaper cut-out, dated within 30 days
If you pass your next Annual Return Date before submitting, you’ll need to file that Annual Return and set of Financial Statements too.
What Happens After You Apply?
Once the CRO accepts your filings, your company’s status changes to “Strike-Off Listed.” The company is effectively closed and doesn’t need to make further filings, but during this window anyone can object if a strike-off requirement hasn’t been met.
After 90 days in “Strike-Off Listed” status with no objection, the status changes to “Dissolved,” and the company is wound down for good.
Can You Reverse a Voluntary Strike-Off?
Yes, in certain circumstances:
- Cancellation: change your mind within 90 days of submitting the paperwork, and you can cancel by completing Form H17.
- Administrative Restoration: if dissolved for over 12 months, you may be able to restore the company by filing Form H1.
- Court Order Restoration: if dissolved for more than 12 months, restoring it via a Court Order is also possible.
FAQ
What is Involuntary Strike-Off? It happens when another party, usually the CRO, starts the strike-off process without you applying voluntarily, for example over failure to file Annual Returns, no EEA or EU resident director in place, or no company secretary registered.
Can I keep my company open without trading? Yes, but a non-trading company still has to meet its tax obligations with Revenue and its Company Law obligations with the CRO: filing Annual Returns and Financial Statements, submitting Tax Returns, and holding Annual General Meetings.
Can I close a company that never traded? Yes. The same eligibility rules apply as for a trading company: no debts, no assets or liabilities over €150, and Annual Returns up to date.
How long does the whole process take? Around six months in total: up to three months to prepare the paperwork, including the mandatory three-month gap after the board meeting, plus a further three months from CRO acceptance to full dissolution.
Need Help Closing Your Company?
Voluntary Strike-Off has several time-sensitive steps, and getting the order or paperwork wrong can delay dissolution by months. Our Client Services Team at Kinore handles the whole process, from the board meeting and CRO forms through to the Revenue letter and newspaper notice, so you can close your company correctly the first time.
Call us on 01 905 9364, email hello@kinore.com, or book a discovery call to get started.
The information provided in this article is for general guidance and informational purposes only. It does not constitute professional accounting, tax, or financial advice, and should not be relied upon as a substitute for advice tailored to your specific circumstances. While we take care to ensure the content is accurate and up to date at the time of publication, legislation, tax rates, thresholds, and compliance requirements in Ireland can change.