Key Takeaways
- A First Gazette notice in the UK is an official public warning from Companies House that your company is at risk of being struck off the Companies Register.
- You usually have just two months from the date of the notice to take action before Companies House dissolves your company.
- If you receive a First Gazette notice and do nothing, your company will be struck off, its bank accounts frozen, and its assets transferred to the Crown.
- You can stop a company strike-off by responding to Companies House, filing overdue documents or addressing the reason for the notice straight away.
- Once a company has been struck off, restoring it can be lengthy and costly—immediate action is always safest.
- Directors and shareholders may face legal liability or personal consequences if they ignore a company strike-off warning.
- We are rated Excellent on Trustpilot with over 130 five-star reviews and a 4.9/5 rating from satisfied clients.
- Our expert solicitors can help you respond to a First Gazette notice, prevent your company from being struck off, and advise on restoring a dissolved company.
For immediate advice on protecting your business, call 0207 459 4037 or book a Free Consultation with our solicitors today.
What Does a First Gazette Notice Mean for Your Company and How Can You Stop Strike-Off?
Receiving a First Gazette notice from Companies House is an urgent legal warning that your company risks being struck off and dissolved—often within just two months. Many directors fail to realise that once this notice is published, their business is already one step away from closure, frozen bank accounts, and all company assets passing to the government.
Understanding what a First Gazette notice is and the risks it signals is essential if you want to preserve your company’s finances, assets, and trading status. If you have received such a notice, our London-based solicitors can guide you through each step to safeguard your company’s future.
What Is a First Gazette Notice in the UK and Why Does It Matter?
A First Gazette notice is a formal announcement, published in The Gazette by Companies House, warning that your company may be struck off the Companies Register and dissolved. It serves as a public alert to directors, creditors, shareholders, and anyone with an interest in the business.
- Notifies the world—including banks and trade partners—that your company is at risk.
- Opens a brief window for objections before Companies House can dissolve the company.
- Legally begins a two-month countdown that cannot be ignored.
If your company has received a First Gazette notice, speak with our expert company law solicitors for strategic, time-critical advice that can protect your business and your personal interests.
What Are the Main Reasons Companies House Issues a Strike-Off Warning?
Companies House is required by law to monitor all registered companies. The most common reasons for issuing a strike-off notice include:
- Failing to file annual accounts or confirmation statements on time
- Not updating important company details (such as the registered office)
- Failing to reply to Companies House correspondence
- No directors remaining on the board
- Directors voluntarily applying for strike-off
Sophie runs a small events company in Leeds. She mistakenly forgets to file her annual accounts, worth £120,000 in contracts. Weeks later, she receives a First Gazette notice, not realising that this administrative slip could soon cost her company every contract and make her directors personally liable if they do not act.
These triggers are often simple oversights—but the legal and financial consequences can be severe. Identifying the root cause is vital to taking the right steps quickly and keeping your company off the strike-off path.
What Happens After a First Gazette Notice Is Published?
When the First Gazette notice is published:
- The company’s risk of being struck off becomes public knowledge.
- Banks may immediately freeze accounts or refuse credit.
- Suppliers may withdraw agreements or stop fulfilling orders.
- Customers can cancel contracts, fearing future instability.
- Creditors and any interested parties have a statutory two-month window to object.
Loss of confidence from business partners can cause trading to collapse rapidly. Acting decisively after publication is not optional—it’s essential to preserving your company’s value.
How Long Do You Have to Stop Company Strike-Off After a First Gazette Notice?
Once the First Gazette notice is published in The Gazette, directors generally have a two-month window to act:
- You or your creditors must make a formal objection within two months to Companies House.
- If no objection is received, Companies House will strike off and dissolve the company at the end of this period.
- Bank accounts may be frozen and company assets passed to the Crown immediately upon strike-off.
Tom’s digital agency in Birmingham turned over £350,000 last year. He receives a First Gazette notice for late accounts and, thinking he has “plenty of time,” puts the matter off. Two months later, his business’s accounts are frozen, halting operations and throwing client work into chaos.
Immediate action within this two-month window frequently makes the difference between a straightforward fix and a costly, disruptive company restoration.
How to Respond to a First Gazette Notice and Prevent Company Strike-Off
If you receive a First Gazette notice, follow this process step by step:
- Act fast: Do not ignore the letter—promptly open, read, and assess the notice.
- Check the reason: Confirm the specific issue triggering the strike-off (commonly overdue filings).
- Rectify the problem: File missing accounts, confirmation statements, or update company details without delay.
- Communicate with Companies House: Notify them in writing of your intention to keep the company active and provide evidence that you have remedied the breach.
- File an objection if needed: Directors, creditors, or interested parties can email Companies House (enquiries@companieshouse.gov.uk) objecting to the strike-off with supporting evidence.
- Follow up for confirmation: Demand written confirmation from Companies House that your objection or filing has been received and is being processed.
- Seek expert support: Complex or disputed cases benefit from specialist solicitor involvement to avoid permanent loss or director liability.
Timely, well-documented steps significantly enhance your chances of reversing a strike-off. Inaction is extremely dangerous for both the business and the directors personally.
What Are the Consequences If You Ignore a First Gazette Notice?
If you do nothing after receiving a First Gazette notice:
- Companies House will strike off the company at the end of the objection period.
- All assets—including cash in the bank, intellectual property, contracts, and property—are immediately owned by the Crown under the “bona vacantia” rules.
- Your business loses its legal status and must immediately cease trading.
- Directors may face personal financial claims, investigations by the Insolvency Service, disqualification, or fines.
GreenFutures Ltd in Bristol ignored a First Gazette notice. Their £95,000 of business assets—including £65,000 cash—were automatically transferred to the Crown, triggering client complaints and regulatory scrutiny. The directors personally lost their investment and reputation in the industry.
Ignoring the notice is one of the most costly errors directors can make. Proactive response is vastly cheaper and more effective than trying to recover after dissolution.
Can You Restore a Company After Strike-Off and How Difficult Is It?
Restoring a company after strike-off is possible, but the process is far more involved than preventing dissolution in the first place. Restorations fall into two categories:
- Administrative Restoration: Available for companies struck off within six years and where the business was trading at the time of dissolution. Directors must file all overdue documents, settle penalties, and apply to Companies House directly.
- Court Restoration: Required if administrative restoration is not available. The company (or stakeholders) must file a court application, supply evidence, and serve legal documents on the Treasury Solicitor if assets have passed to the Crown. Costs can range from £1,000 to £5,000+ and the process may take several months.
Restoration is never guaranteed—acting promptly at the warning stage is always the best protection for your business’s assets and reputation.
What Legal Risks and Liabilities Do Directors and Shareholders Face?
Company directors and shareholders face substantial risks if they ignore a First Gazette notice or fail to comply with Companies House requirements:
- Creditors (including HMRC) can pursue claims directly against directors in some circumstances.
- Directors may be disqualified for breach of statutory duties or found personally liable in cases of wrongful trading.
- Shareholders can lose their entire investments if assets have transferred to the Crown.
- Contracts with customers or suppliers will no longer be enforceable, which can trigger claims or regulatory complaints.
Peter and Olivia, directors of a construction consultancy in London, failed to respond to a First Gazette notice. Following dissolution, HMRC launched an investigation, and the directors were fined £7,000 each for failing to meet their filing duties—plus they lost a £40,000 business contract.
Courts expect directors to demonstrate proactivity and diligence. “I didn’t see the notice” is almost never a viable defence. Having a clear timeline and strong legal evidence is essential to protect your position.
What Laws and Deadlines Apply to First Gazette Notices and Company Strike-Off?
Which Legislation Covers Company Dissolution in England & Wales?
Directors should be aware of:
- Companies Act 2006 (Sections 1000-1022): Outlines the procedures, director duties, compulsory and voluntary dissolution, and restoration routes.
- Companies House Rules: Strict deadlines for accounts, confirmation statements, registered office updates, and director appointments.
- The Gazette Requirement: Legal requirement to notify the public and allow time for objections before removal from the register.
Understanding the framework ensures every action you take is on time and compliant, avoiding costly errors or irreversible loss.
What Do the Courts Say About First Gazette Notices and Company Strike-Offs?
| Case | Facts | Outcome | Why It Matters |
|---|---|---|---|
| Re a Company (No 006685 of 1996) [1997] | Directors were unaware of filings due; company struck off | Restoration granted | Courts accept restoration but require full compliance |
| Finn-Kelcey v Barnard [2009] | Shareholder objected post-strike-off | Company restored | Legal action after the event is longer and costly |
| Registrar of Companies v HMRC [2010] | Assets transferred to Crown on dissolution | Assets recoverable | Restoration may allow asset recovery—but at risk |
| Companies House v Barclays Bank [2016] | Business account frozen after strike-off | Account unfrozen | Companies risk immediate interruption of all banking |
These decisions highlight that while restoration is frequently possible, it is time-consuming and usually much more expensive than resolving the issue at the First Gazette notice stage. Courts require robust evidence of compliance and timely action before granting any relief.
Our Winning Approach to First Gazette Notice and Company Strike-Off Disputes
We act rapidly to protect your business:
- Fixed-fee urgent reviews and legal strategy, often within 24 hours
- 24/7 solicitor access using WhatsApp for real-time support
- Secure Go Transfer portal for uploading sensitive documents
- Direct negotiations with Companies House to resolve underlying issues or register objections
- Court-tested restoration applications and deadline management
- Strategic advice for directors, shareholders, and creditors on protecting legal positions
- Clarity on your personal duties—and proactive solutions for avoiding future liability
- In approved cases, no-win-no-fee options available to reduce risk
Our commercial litigation team is ready to help you stop strike-off, restore your company, or defend your interests. Book a confidential Free Consultation to secure immediate advice on your company law challenge.
Frequently Asked Questions
Can a First Gazette notice be withdrawn after it’s issued?
Yes, if you resolve the underlying reason (such as overdue filings) quickly, Companies House may suspend or withdraw the strike-off action.
Who can object to a company being struck off the register?
Any director, shareholder, creditor—including HMRC or banks—and any other party with a legitimate interest can file an objection.
What happens to company assets after a company is dissolved following a First Gazette notice?
Assets pass to the Crown under the “bona vacantia” rules. Recovery may be possible if restoration is achieved quickly, but delays often result in permanent loss.
Can a business still trade after a First Gazette notice is published?
Technically, yes—but most banks, partners, and suppliers suspend support until the company’s future is clarified.
Does a First Gazette notice affect my company’s credit rating?
Publication of a strike-off notice usually triggers a drop in your business credit score, as it signals increased risk and non-compliance to lenders and suppliers.
Can creditors, including HMRC, stop my company being struck off?
Yes, any creditor can file an objection to Companies House and stop the strike-off process if they are owed money or have a valid interest.
What evidence is required to challenge a company strike-off?
Typical evidence includes proof of trading, up-to-date filings, correspondence explaining delays, and any documentation showing why dissolution should not proceed.
What if the strike-off notice was issued by mistake?
If Companies House issued the notice in error, supply immediate evidence to correct the record—legal assistance ensures errors are properly addressed and withdrawn without delay.
Is a solicitor required to restore a dissolved company?
While some administrative restorations can be managed by directors, court applications and complex cases carry significant risks if handled without legal expertise.
How long does it take for a withdrawn First Gazette notice to be removed from the public record?
Updates on The Gazette typically appear within 1–2 weeks once Companies House confirms withdrawal, but this varies depending on the case and any ongoing issues.
Protect Your Business From a First Gazette Strike-Off Today
A First Gazette notice is one of the most serious threats to your company’s continued existence, bringing with it strict deadlines, potential for frozen accounts, severe director consequences, and the loss of crucial assets. Fast and informed action provides the best chance to safeguard your business and avoid costly mistakes.
Our company law specialists deliver strategic, tailored advice to help you object to strike-off actions, defend director interests, rectify compliance issues, and restore companies where needed. Let us help you protect your business, your assets, and your reputation.
