The involuntary strike-off process has recommenced for companies that have failed to make an annual return by the required deadline.
What is an involuntary strike-off?
Involuntary strike-off arises where the Companies Registration Office ("CRO") strikes a company from the register on the basis that one of the grounds set out in section 726 of the Companies Act 2014 (the "Act") applies. A failure to make an annual return as required by the Act is one such ground.
The CRO had suspended strike-offs during the pandemic, from March 2020, given the additional difficulties and delays that often arose for companies during that period in preparing, approving, auditing and filing financial statements, and had intended to re-start the process at the end of that period.
What has changed?
The process was recommenced on 31 July 2023, but issues were identified in January 2024 in the CRO's IT systems which required the process to be suspended again, pending the completion of testing to confirm that those systems were sufficiently robust. Following such testing, the involuntary strike-off process was recommenced in August 2025 (as confirmed at the CRO Stakeholder Forum meeting of 3 September 2025). The CRO have noted that involuntary strike-offs are being processed initially from those companies whose annual returns have been outstanding for the longest period.
Other reasons for strike-offs
Voluntary strike-offs (where a company itself applies to be removed from the register of companies, on the basis that it has never carried on business, or has ceased to carry on business) had continued at all times without disruption, and the CRO had restarted manual involuntary strike-offs on other grounds (for example, where a company is recorded as having no directors) earlier in 2025. This development should however mean that the full range of enforcement measures are again available to the CRO.
Consequences of failing to file annual returns
Although the involuntary strike-off process for a failure to file annual returns had been suspended, such a failure continued to attract late filing penalties, and constituted an offence on the part of the company and any officer in default. However the recommencement of the involuntary strike-off process should place an additional focus on the necessity of filing in a timely manner.
Arthur Cox continues to work with its clients to ensure that all filings are completed appropriately and on time; for assistance with this or any other Company Secretarial matters, please contact Ciaran Flynn, Dáibhí O'Leary, James Heary or your usual Arthur Cox Governance and Consulting Services contact.
This article contains a general summary of developments and is not a complete or definitive statement of the law. Specific legal advice should be obtained where appropriate.
