Company disolution

paulr Registered Posts: 48 💫 🐯 💫
I have a private limited company -- one director who wishes to disincorporate
and trade as a sole trader.I intend to write to HMRC and ask to apply ESC C16
under an informal winding up prior to year end and the balance sheet to be treated as a capital
diposal under Capital Gains legislation.
This is my first dealing of this particular event and would ask any fellow members for a step by step approach so as not to fall into a possible trap;
thankyou if you can advise.


  • A-Vic
    A-Vic Registered Posts: 6,970
    couple of forms needed



    am not a member in practise but do a lot of forms ect for work anything i can help with please let me know
  • paulr
    paulr Registered Posts: 48 💫 🐯 💫
  • A-Vic
    A-Vic Registered Posts: 6,970
    paulr wrote: »

    No Probs did you find what you needed?
  • Peter W
    Peter W Registered Posts: 22 Dedicated contributor 🌟 🐵 🌟
    If you will be applying for ESC C16, you should also have a look here:
  • mikecushing
    mikecushing Registered Posts: 2 New contributor 🐸
    Step Plan to Dissolution

    This is the Step Plan that I use hope it helps:-

    S652 & 2a is now S1003 CA 2006

    Engage letter to cover dissolution

    Prepare & submit P35

    Prepare & submit P11D
    Pay Class 1As

    Change year-end?
    Change registered office (form 287)?

    Prepare cessation accounts?

    Liaise with client re potential Divs/Capital/Salary planning
    Send copies of accounts to client

    Submit to Co House

    Close PAYE scheme

    CG17963a re non-business assets after cessation
    Email/Post ESC C16 and Interest Parties letter to client

    Signed accs to client

    Pay CT

    File CT600

    Write to HMRC re: clearance to distribute assets as capital - ESC C16
    Account for VAT & De register ref: VAT 7
    Final VAT return & claim VAT on services VAT 427

    Send letter to all interested parties re: striking off
    e.g.. Bank, PAYE, CT, VAT + any other creditors
    Bank-done PAYE CT VAT Pension Co

    Director's meeting re transfer of company's assets
    Shareholders' meeting to ratify

    Apply for dissolution (form 652a) - £10 fee - Co's Ho

    Copy form 652a to all interested parties - proof of posting
    Creditors, employees, directors, shareholders, pension co.
    Notification sent to Reg'd Office by Co's Ho.

    Advertised in Gazette by Co's Ho.

    Settle debts Accountants VAT etc, CT when due

    Distribute assets, close bank etc

    Company dissolved, any remaining assets belong to the crown
    ie - share capital £2

    (Reviewed rights of the Crown to company assets 2005 - Bona Vacantia.)


    The Treasury Solicitor, Bona Vacantia Division, has issued a new form BVC17 (March 2007 Edition Version 2) re use of ESC16 where there is share capital/undistributable reserves of £4k + and falling foul of the Bona Vacantia rules - may be worth a look.
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