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How to Restore Your Company to the Register through High Court Restoration
By Shannon Power, 13th November 2024
Restoring a dissolved company to the Companies Register can be essential for many businesses and individuals, whether for reclaiming assets, resolving outstanding debts, or reactivating a previously closed entity. However, the process varies depending on how long the company has been dissolved. For companies that have been off the register for over 12 months, a High Court restoration is required. In this guide, we’ll break down the key steps and requirements for a High Court restoration, so you can better understand what’s involved and decide whether it is the right choice for you.
Reasons for Company Restoration
A business or individual may wish to restore a company to the register for several reasons. Common reasons include needing to release assets held by the company, pursuing the recovery of debts or litigation claims, claiming tax refunds, or resuming trading under the same legal entity.
What is a High Court Restoration
If you wish to restore a company that has been dissolved for more than 12 months and less than 20 years, you must apply to the High Court under Section 738 of the Companies Act 2014.
Applications can be made by the company owner, a member or officer of the company, a creditor, or any person entitled to be a member of the company.
High Court Restoration Requirements
To successfully apply for restoration, the applicant must fulfil several requirements before the application can proceed. Restoration applications must be made on notice to the Registrar of Companies, the Minister of Public Expenditure and Reform, and the Revenue Commissioners, each with its procedural requirements before a “letter of no objection” can be issued.
To obtain a letter of no objection from the CRO, the company must comply with the following:
- Submit a letter from a director, member, or solicitor on behalf of the company, requesting confirmation from the Registrar that there is no objection to the restoration.
- File annual returns for each outstanding year.
- Submit audited financial statements for each outstanding year.
- Obtain confirmation from Revenue that all tax returns have been filed (if struck off by Revenue).
- Pay any outstanding late filing penalties.
Documents Required for Application
Before proceeding, the applicant must gather the following documents:
- A letter of no objection from Revenue confirming all returns and liabilities have been discharged
- A letter from the Chief State Solicitor’s Office
- A signed and sworn affidavit from the applicant
Once these documents have been lodged with the Court, a date for the hearing will be scheduled.
Timeline
After the High Court Order is issued, it should be filed with the CRO within 28 days. The High Court restoration process typically takes between three to six months from the initial filing of outstanding annual returns to the lodgement of the certified court order and the restoration of the company.
Seeking Professional Advice
Restoring a company to the Register through a High Court application can be a lengthy and complex process, especially when undertaken independently. Seeking professional advice and assistance can simplify the process and help ensure a smooth restoration. Discover more about how we can support you with your Company Restoration needs.
Conclusion
Navigating the High Court restoration process can be challenging, especially if you’re not familiar with the specific requirements and documentation involved. From gathering letters of no objection to meeting filing deadlines, each step requires careful attention to detail. To ensure a smooth and successful restoration, consider partnering with professionals who are experts in company restoration.
If you have any questions or need assistance with your High Court restoration, reach out to us at +353(0)1 6461625 or complete our online contact form!
Disclaimer: This article is for guidance purposes only. It does not constitute legal or professional advice. No liability is accepted by Company Bureau for any action taken or not taken in reliance on the information set out in this article. Professional or legal advice should be obtained before taking or refraining from any action as a result of this article. Any and all information is subject to change.
