Recovering assets of a dissolved company

What happens to company assets when a company is dissolved

Guide

A company is dissolved when its existence is terminated either by its name being struck off the Companies Register, or by being wound up by the appointment of a liquidator and dissolved.

Bona vacantia assets

Before a company is dissolved, its members should ensure that any assets owned by the company are dealt with and transferred out of the company's ownership. If this is not done, all remaining assets, but not the liabilities, at the date of dissolution will pass into the ownership of the Crown as ownerless property or 'bona vacantia'.

Disclaiming assets

The Treasury Solicitor via the Crown Solicitor has the power to disclaim, ie give up the rights to, the assets of a dissolved company. As a matter of policy, the Treasury Solicitor will disclaim onerous property, such as:

  • commercial leases at a market rent
  • any land used in common - eg private roads, amenity land, or common parts of an estate or flats
  • contaminated property or property in a dangerous state and condition
  • property subject to negative equity
  • property which is of limited value (under £1000), or unmarketable, or where it would not be cost effective to attempt a sale

Referring a dissolved company asset to the Crown Solicitor

If you have been directly or indirectly affected by the dissolution of a company, you may need to refer a dissolved company asset to the Crown Solicitor. This could include if you:

  • are a lessee whose freehold was owned by the dissolved company
  • wish to purchase land owned by the dissolved company, or any other assets, such as shares, trademarks or copyrights
  • are adversely affected by land owned by the dissolved company
  • have a mortgage or charge on your property in favour of the dissolved company
  • are a shareholder trying to retrieve monies held by the dissolved company

See how to contact the Crown Solicitor for Northern Ireland.