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Practitioner Alert : Dissolution and Restoration to the Register UPDATE

Practitioner Alert : Dissolution and Restoration to the Register UPDATE 2025

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The document outlines updates to the Companies Act 2006 regarding the dissolution and restoration of companies. Key changes include allowing public companies to voluntarily apply for striking off, introducing an administrative restoration procedure without court involvement, and establishing a unified court application process for restoration. The time limits for applications have also been modified, making the restoration process more accessible and cost-effective.

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What does restoration of order mean?

Can I Reopen a Dissolved Company? You can reopen a dissolved company. If your business was dissolved through non-compliance, you have the option to reopen it using a method known as administrative restoration. However, if your business was struck off by voluntary dissolution, it may only be restored by court order.

When to update register of members?

Administrative dissolution occurs when a business entity fails to comply with state-mandated obligations. Common reasons include not filing annual reports, neglecting to pay franchise taxes, or failing to maintain a registered agent or office.

Can a company come back from being dissolved?

When is it necessary to update the register of members? A shareholder officially changes their name by marriage or deed poll. A shareholder changes their primary address. New shares are issued to either new or existing members. Shares are transferred to a new shareholder, e.g. if they are sold or inherited.

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