An application for voluntary striking off can only be made on the company's behalf by its directors or a majority of them. The Companies Act 2006, Section 1004 and section 1005 set out the circumstances in which the company may not apply to be voluntarily struck off. For example,
· If, at any time in the last 3 months, it has traded or otherwise carried on business,
· changed its name
· Engaged in any other activity except one which is necessary for the purpose of making an application for strike off or deciding whether to do so (for example, seeking professional advice on the application or paying the filing fee for the strike-off application), concluding the affairs of the company, such as settling trading or business debts, complying with any statutory requirement,
· Made a disposal for value of property or rights that, immediately before ceasing to trade or otherwise carry-on business, it held for the purpose of disposal for gain in the normal course of trading or otherwise carrying on business.
· If it is the subject, or proposed subject, of any insolvency proceedings such as liquidation, including where a petition has been presented but has not yet been dealt with and a section 895 scheme (that is a compromise or arrangement between a company and its creditors or members).
· It has bearer shares in issue. Bearer shares are where a warrant has been issued in respect of shares and there is no registered shareholder in the register of members. You can find further circumstances in which you cannot make an application in section 1004 and section 1005 of the Companies Act 2006.
The company Director/Directors will commit an offence if you breach these restrictions and are liable for a fine on conviction.