Liquidate your limited company

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Apply directly to the court

A director can ask a court to order the company to stop trading and be liquidated (‘wound up’).

This is known as ‘compulsory liquidation’.

You need to show the court that:

  • the company cannot pay its debts of £750 or more
  • 75% (by value of shares) of shareholders agree that the court can wind up the company

Your company can be based anywhere but must carry out most of its business in England and Wales.

How to apply

Fill in a ‘winding-up petition’ (form Comp 1) and send it to the court with:

  • form Comp 2 confirming the details of your petition
  • the winding-up resolution from the shareholders

Where you send the petition depends on how much ‘paid-up share capital’ your company has. You can find this on the Companies House register.

Your paid-up share capital is £120,000 or more

Submit the petition online. It’ll go to the High Court.

Your paid-up share capital is under £120,000

Find your nearest court that deals with bankruptcy.

Submit the petition online if it’s one of these courts:

  • Admiralty and Commercial Court
  • Chancery Division
  • Companies Court
  • High Court (including Bankruptcy Court)
  • London Mercantile Court
  • Rolls Building

If it was another court you’ll need to submit the petition by post.

Fees

It costs:

  • £2,600 to submit the petition
  • £280 for the court hearing

After you apply

You’ll get a date for the hearing if the court accepts your petition.

Before the court hearing, you must:

  • give (‘serve’) a copy of the petition to your company - fill in a certificate of service to let the court know you’ve done this
  • put an advert in The Gazette at least 7 days before the hearing
  • send a copy of the advert and the certificate of service to the court

The court hearing

You or your solicitor must be at the court hearing. You do not have to give any evidence.

If the court gives a winding-up order, the court will put an official receiver in charge of the liquidation. They’ll start liquidating your company. A copy of the winding-up order will be sent to your company’s registered office.

Your role as a director will change.

View a printable version of the whole guide

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