Closing Down Limited Company · Exit Planning

Closing a limited company in Ireland isn’t a single process. Which route applies depends mainly on whether the company has meaningful assets or creditors left to deal with, and getting that call wrong can mean restarting the closure through a different process later.

Voluntary Strike-Off

Voluntary strike-off is the simpler, more administrative route. It’s designed for companies that have ceased trading (or never traded), have no assets over €150, and have no outstanding creditors.

To apply, a director completes and files a Form H15 on the CRO’s CORE system, with a filing fee of €15. A notice must also be placed in a nationwide daily newspaper no more than 30 days before the application is submitted. Once filed, there’s a 90-day objection period following the first notice in Iris Oifigiúil (the official state gazette), after which the company is struck off if nobody objects.

Strike-off suits genuinely dormant or asset-light companies, but it’s not a fit if the company holds retained profits, property, or other assets you still need to extract or distribute.

Members’ Voluntary Liquidation (MVL)

A Members’ Voluntary Liquidation is the formal process for winding up a solvent company that has assets to distribute or debts to settle in an orderly way. It’s a “voluntary” winding up because the directors and shareholders initiate it, as opposed to a creditor-driven liquidation.

The process requires:

  • A declaration of solvency, where a majority of directors formally declare the company can pay its debts in full within 12 months of the winding up starting
  • A special resolution passed by shareholders within 30 days of that declaration, to wind up the company and appoint a liquidator
  • The resolution advertised in Iris Oifigiúil within 14 days of being passed

From there, a licensed liquidator takes over: realising assets, settling any liabilities, and distributing what remains to shareholders before the company is formally dissolved.

Choosing Between the Two

Voluntary Strike-OffMembers’ Voluntary Liquidation
Best forDormant or asset-light companiesCompanies with retained profits or assets to distribute
Assets allowedUnder €150No fixed limit
Requires a liquidatorNoYes
FormalityAdministrativeFormal legal process

If your company has built up retained earnings or holds assets like property, cash reserves, or investments, an MVL is generally the appropriate route, since strike-off simply isn’t available once you’re over the asset threshold. Strike-off suits a company that’s already effectively empty.

Before You Decide

Both routes assume the company is solvent. If there’s any doubt about whether the company can pay its debts in full, a different process (a creditors’ voluntary winding up, or examinership) may apply instead, and that’s a decision to make with proper advice rather than guess at.

It’s also worth reviewing outstanding tax obligations, including your final Corporation Tax return, before starting either process, since unresolved Revenue matters can complicate both routes.

How RizFin Helps

We review your company’s asset and creditor position, confirm which route genuinely applies, and prepare the tax filings that need to be in order before closure begins. Get in touch if you’re planning to wind down your company.

Frequently Asked Questions

Can I switch from strike-off to MVL partway through? Yes, if it becomes clear the company doesn’t meet strike-off’s asset threshold, you can withdraw the strike-off application and pursue an MVL instead.

Do I need a liquidator for strike-off? No, strike-off is handled directly by the directors filing with the CRO. A liquidator is only required for an MVL.

What happens to company bank accounts and contracts? These need to be closed and settled as part of either process; a struck-off or dissolved company can no longer legally hold accounts or be party to contracts.

Final Thoughts

The right closure route comes down to what’s actually left in the company. A dormant, asset-light company can usually strike off cleanly, while a company with real assets to distribute needs the more formal structure of an MVL to close properly.

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