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UK Company Administrative Restoration Procedures and Fees

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UK Company Administrative Restoration Procedures and Fees

The Administrative Restoration Procedures described below apply to restoration of UK companies have been struck off by Companies House， in accordance with Section 1025 and 1024 of the Companies Act 2006. If the company to be restored was voluntarily deregistered by its directors or members, the restoration then needs the approval by court of United Kingdom. Please refer to our quotation for restoration by court order “UK Company Court Order Restoration Procedures and Fees”.

Our fees for handling the application for restoration of company previously struck off by Administrative Restoration Procedures is GBP2,800. The fee covers our professional services and payment of official Registrar of Companies fee.

For handling the restoration of a struck off company, client will need to deliver to us the corporate and tax filing documents of the company, including its certificate of incorporation, articles of association, the latest Confirmation Statement, lates corporate tax return and Annual Account.

Normally, it takes around 2 to 3 months to complete the restoration procedures and to bring the struck off company back to the Register by way of Administrative Restoration. Once restored, the company is treated as if it had never been dissolved, regaining all its previous rights and obligations. It is crucial to deal with overdue governance, tax, banking, and contracts immediately after reinstatement to operate lawfully.

The fees stated in the quotation are for preliminary reference only and do not constitute final transaction terms. All service fees shall be based on the actual quotation provided by our company for each individual case. We reserve the right to adjust pricing at any time without prior notice.

Fees and Costs for Administrative Restoration

Our fee for handling the application for restoration of company previously struck off by way of Administrative Restoration Procedures is GBP2,800. Our fees cover our professional services and payment of official filing fee to the Company House.

Our fee includes providing advice as to whether administrative restoration is available in the circumstances, the total costs involved, and whether any other course of action, such as just setting up a new company, is available.

In particular, our fees include the following services:

(1)	Answering client’s questions regarding the restoration of a company;
(2)	Reviewing materials provided by client;
(3)	Carrying a company search with the Company House, checking and confirming all outstanding issues, such as outstanding confirmation statement;
(4)	Preparation of a schedule detailing all outstanding issues with relevant official filing fees and penalty to be settled to restore the company for client’s reference;
(5)	Preparation of restoration documents, minutes of meetings of directors and members;
(6)	Filing of documents for administrative restoration application;
(7)	Filing of Confirmation Statement and payment of filing fees;
(8)	Handling the change of registered office address, if applicable.

Note:

(1)	Our fee quoted above does not cover the payment of confirmation statement statutory filing fee and/or penalty of late filing of annual account (s) and corporate tax return for the period from the date of strike off to the date of restoration.
(2)	Once after the company is official reinstated, it is required to have a registered office address. Our fees quoted above do not cover the registered agent and registered office services.
(3)	Our fee quoted above does not cover courier charge.

Other Related Services and Fees

No.	Services	Fee (£)
1	Acting as registered Agent Service, per annum (Note 1)	250
2	Registered Office address, per annum (Note 2)	250
3	Preparation and Filing of Annual Accounts (Note 3)	250 up
4	Preparation and filing of Corporation Tax Return (Note 3)	250 up
5	Treasury Solicitors Fee	From 69

Note:

(1)	Kaizen’s annual registered agent services include: (a) preparation and filing of confirmation statements; (b) preparation for Annual General Meeting; and (c) updating and maintenance of statutory registers The statutory annual fee to file a confirmation statement is £50 if filed online, subject to change by Company House. Kaizen’s duties, as registered agent, are limited to those listed above only. General secretarial services, including transfer of shareholder, change of director, increase of share capital and preparation of minuets are to be charged separately.
(2)	A UK registered company is required to have a UK street address as its registered office. The address provided by Kaizen can be used for both the restoration of your company and receiving mails from the UK Government.
(3)	If the dissolved company had missed to submit any Accounts before struck off, the company are required to fill the accounts and corporate tax returns for the past financial years. Companies House applies penalties for late filing of Accounts. The longer the time the Accounts were overdue, the higher the penalties will be charged. The penalties for a private company currently are: (a) Not more than 1 month: £150 (b) More than 1 month but less than 3 months: £375 (c) More than 3 months but not more than 6 months: £750 (d) More than 6 months: £1,500 (e) Late two years in a row: Doubled
(4)	If the dissolved company had any property or right need the Crown representative’s written consent, the fee for the Crown representative is from £64. A written consent is called a Waiver Letter.

Time of Billing and Payment Methods

Upon receipt of your confirmation of engagement, we will issue an invoice and email it together with the detailed wire instructions to you for your settlement. When you are initiating a transfer/wire, please mark our invoice or account number in the message section of the remittance receipt and email a copy of the same to us for our records. Because of the nature of services, we require full payment in advance. In addition, once service is commenced, no service fees will be refunded.

We currently only accept check, cash or TT and credit card payment through PayPal. If invoice is settled by PayPal, an extra 5% service fee will be charged.
Limitations of Administrative Restoration

Administrative restoration must be applied for within six years of the date the company was dissolved under section 1030(4) of the Companies Act 2006, but certain applicants are exempt from this deadline. A person with an interested party or potential creditor may apply for restoration beyond the six-year period, if the court deems it appropriate.

An administrative restoration application is done through a completed application form; this form has to be signed by a former director or shareholder of the company. Any other interested party will have to apply for a court order.

The registrar will notify the applicant of the decision to restore the company under section 1025 in writing. If the decision of the Registrar is to restore the company, the restoration will take effect from the date the notification letter is sent.

If at the date of restoration, the companyy’s former name has been taken, it must be restored to the Register under an alternative name, as if the application to register were a notice of change of name.

Materials for Administrative Restoration

In order to carry out an administrative restoration of the company, client will need to deliver to us the following materials:

(1)	Copy of Certificate of Incorporation and Articles of Association;
(2)	Copy of the latest Confirmation Statement;
(3)	Copy of statutory registers (if any);
(4)	Copy of latest financial statements and annual account, if applicable;
(5)	Copy of latest notice of assessment or correspondence from HM Revenue and Customs (HMRC);
(6)	Companies House Authentication Code from Companies House;
(7)	Unique Taxpayer Reference Number (UTR) from HM Revenue and Customs (HMRC);
(8)	The copies of the passport and address proof issued within 3 months (Issued by two separate authorities) of shareholders (For example, utility bill, telephone bill or bank statement); if the shareholder is a legal person, the Certificate of Incorporation, corporate documents showing the registered address, Register of Directors, Register of Members and passport and address proof issued within 3 months of ultimate beneficial owners holding with more than 25% shares;
(9)	The copy of the passport and two copies of the address proof issued within 3 months (Issued by two separate authorities) of directors (For example, utility bill, telephone bill or bank statement);
(10)	If shareholder is a legal person, please provide an organization chart certified by director;
(11)	Ground for application for restoration.
(12)	Filling the “KYC Questionnaires” provided by Kaizen.

If Kaizen is acting as registered agent of your UK company, then you do not need to provide the documents in item (1) to (5).

Acceptable address proof can be a utility bill or bank statement. Information of director/shareholder (full name and full address), document type, document issuing date and name of issuing authority must be clearly stated. If the document is not written in English, you are required to provide an English translation document for reference and as supporting.

The identification documents and address proof of shareholders and directors are subject to certify by Kaizen’s staff, notary offices, attorneys, accountants, or bank managers. You may visit any of our branches to complete the verification if needed.

Procedures and Timeframe for Administrative Restoration

Normally, Companies House typically makes an application decision within 2 weeks and informs the applicant in writing. When a company is restored to the register, it is deemed to have been in existence during the strike off period, as if dissolution had not taken place.

Normally, it takes around 2 to 3 months to complete the restoration procedures and to bring the struck off company back to the Register by way of Administrative Restoration.

Step	Description	Day (Estimated)
1	Client confirms with Kaizen of the engagement for restoration by court order, and at the same time deliver to Kaizen the materials listed in Section 5.	Client’s schedule
2	Kaizen issues and send its invoice to client and client settles our invoice.	Client’s schedule
3	Kaizen carries out a company search with Companies House, calculates and confirms with client the total outstanding official fees.	2-3
4	Acquire a "Bona Vacantia waiver letter" from the Crown representative, confirming they have no objection to the restoration.	7-10
5	Kaizen prepares restoration application form RT01 (Application for Administrative Restoration) and gather all necessary documents. for client signature.	2-3
6	Clients signs off the documents and delivers the duly signed documents to Kaizen by courier.	Client’s schedule
7	Pay any outstanding fees and penalties, including late filing penalties for accounts and confirmation statements.	2-3
8	Kaizen submits all overdue accounts, annual returns, and confirmation statements, along with the application and payment.	1
9	Companies House will review the application and, if everything is in order, restore your company to the register.	28
10	Kaizen forwards the notice to client. All procedures completed.	1
Total: 8 weeks

Notes:
If any additional documents need to be prepared, submitted, or notarized during the administrative Restoration process, the timeline will be affected.

Post Restoration Compliance

Once a company is being restored to the Register, it is treated as has never been struck off and can continue its business as usual. And it is also required to submit Confirmation Statement (Called “Annual Return”) with Annual Accounts (Called “Statutory Accounts”) to the Companies House at the end of your company’s financial year, no matter the company has operations or not.

For a more detailed description of the compliance requirements and the related costs, please refer to our article titled “UK Company Annual Compliance and Maintenance Guideline Note” or please contact and consult our professional accountants.

The above quotations are for preliminary reference only and do not constitute final transaction terms. All service fees shall be based on the actual quotation provided by our company for each individual case. We reserve the right to adjust pricing at any time without prior notice.

If you wish to obtain more information or assistance, please visit the official website of Kaizen CPA Limited at www.kaizencpa.com or contact us through the following and talk to our professionals:
Email: info@kaizencpa.com
Tel: +852 2341 1444
Mobile : +852 5616 4140, +86 152 1943 4614
WhatsApp/ Line/ WeChat: +852 5616 4140
Skype: kaizencpa

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