Overseas companies in the UK—winding up, liquidation, insolvency and closure
Overseas companies in the UK—winding up, liquidation, insolvency and closure

The following Corporate practice note provides comprehensive and up to date legal information covering:

  • Overseas companies in the UK—winding up, liquidation, insolvency and closure
  • Winding up
  • Liquidator
  • Insolvency proceedings
  • Penalties for non-compliance
  • Closure
  • Impact of Brexit on overseas companies
  • Extension of overseas companies regime to European companies (SEs)
  • Increased obligations for EEA companies and EEA corporate directors and secretaries
  • Amendments to forms

When an overseas company opens an establishment which carries on business in the United Kingdom, it may have to register its particulars with Companies House. For details on registration requirements, see Practice Note: Registration of overseas companies in the UK.

This Practice Note summarises the requirements of an overseas company pursuant to the Companies Act 2006 (CA 2006) and the Overseas Companies Regulations 2009 (OC Regs 2009) in relation to its winding up, liquidation or other insolvency proceedings and the closure of its UK establishment.

This Practice Note should be read in conjunction with Practice Notes: Overseas companies in the UK—alteration of registered particulars, accounts and charges and Overseas companies registered in the UK—trading disclosures and execution.

Winding up

Where an overseas company with one or more UK establishments is being wound up, it must deliver a return to Companies House on a form OS LQ03 containing the following details:

  1. the company's name

  2. whether the company is being wound up by an order of a court and, if so, the name and address of the court and the date of the order

  3. if the company is not being wound up by an order of the court, details of the action by which the company is being wound up

  4. whether the winding up has been instigated by:

    1. the company's members

    2. the company's creditors, or

    3. some other person (stating the

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