Company restoration is the legal process of putting an Irish company that has been struck off and dissolved back on the register at the Companies Registration Office (CRO). There are two principal routes. Administrative restoration is an application to the Registrar of Companies on Form H1, available only within 12 months of dissolution. Court restoration is an application to court under the Companies Act 2014, available for up to 20 years after dissolution.

Which route applies depends almost entirely on how long the company has been dissolved. What it costs and how long it takes depends on something else: how many annual returns, sets of financial statements and tax returns are outstanding. This guide walks through both routes, the accounting and Revenue work behind them, and what happens to company assets in the meantime.

About this guide	Review details
Last updated	October 2026
Reviewed by	Pradeep Dabas, ACCA
Primary sources	Companies Registration Office (CRO), Revenue Commissioners, Companies Act 2014, State Property Act 1954
Legal scope	Court proceedings should be handled by a solicitor. Forti is an accountancy firm and does not provide legal representation.

Company restoration eligibility checker

The route to restoring an Irish company depends on how long it has been dissolved and how it was dissolved. Check the dissolution date on the CRO company printout, then use the table below.

Your situation	Likely route
Dissolved less than 12 months ago	You may qualify for administrative restoration using Form H1, filed with the CRO.
Dissolved more than 12 months but less than 20 years ago	Court restoration is required, with a solicitor running the application.
Dissolved more than 20 years ago	Restoration is no longer available. Any assets are a matter for the State and a solicitor.
An Owners’ Management Company, or dissolved following liquidation	Different restoration rules and time limits apply.
You are a creditor of the company	Form H1 is not available. A creditor applies to court.

How to read this guide
Where it matters, we label a point as a statutory requirement (Companies Act 2014), a CRO procedure, a Revenue requirement, a professional recommendation or an illustrative example. Requirements vary with the circumstances of each company, so treat this as a guide to the process and not as advice on your particular case.

What does it mean when an Irish company is struck off?

Strike-off is the removal of a company from the register of companies by the Registrar. Once the CRO publishes notice of the strike-off in the CRO Gazette, the company is dissolved, which means it no longer exists as a legal person. It cannot trade, hold property, operate a bank account or enter into contracts in its own name.

People often use “struck off” and “dissolved” as if they were the same thing. Strike-off is the act of removal; dissolution is the legal consequence. A company can also be dissolved at the end of a liquidation, which is a different process with different restoration rules (covered below).

Involuntary strike-off

Under section 726 of the Companies Act 2014, the Registrar may strike a company off on a number of grounds. The most common are:

• failure to file an annual return (Form B1) with the CRO, which is by far the most frequent reason;
• notice from the Revenue Commissioners that the company has failed to deliver the statement required by section 882 of the Taxes Consolidation Act 1997 (the new-company particulars Revenue asks for);
• no director resident in the European Economic Area (EEA) and no section 137 bond in place;
• the company is being wound up and no liquidator is acting;
• there are no persons recorded at the CRO as current directors
• failure to meet beneficial ownership (RBO) filing obligations, a ground added by later amendment.

The CRO sends a statutory warning to the registered office before striking a company off. In practice, many directors only find out afterwards because the registered office address was out of date or the letter went to a former adviser. The CRO explains the process on its involuntary strike-off page.

Voluntary strike-off

A company that has ceased trading, has no assets or liabilities above €150 and meets the other statutory conditions can ask to be struck off. See the CRO guidance on voluntary strike-off and our guide to voluntary strike-off for Irish companies. A voluntarily struck-off company can still be restored if, for example, an overlooked asset later comes to light.

What happens when a company is dissolved?

On dissolution the company ceases to exist. Its assets pass to the State, its bank accounts can no longer lawfully be operated, and anyone who continues trading in its name does so without the protection of limited liability. The liabilities of directors, officers and members continue and can still be enforced as if the company had not been dissolved.

If the business kept trading while dissolved
While a company is dissolved, limited liability is not available to anyone carrying on its business. Restoration changes that looking back: the company is deemed to have continued in existence as if it had never been struck off, so it is generally treated as having had limited liability throughout. The exception is on a court restoration, where section 742 of the Companies Act 2014 lets the court order that officers are personally liable for debts incurred while the company was struck off. That power belongs to the court and is not part of an administrative restoration under section 737. Until the company is actually restored, the exposure is real, so act quickly.

Can a dissolved Irish company be restored?

Yes. A company struck off the register can be restored administratively by the Registrar of Companies if the Form H1 application is received within 12 months of dissolution, or by court order under section 738 of the Companies Act 2014 for up to 20 years after dissolution. After 20 years, restoration is no longer available.

Three questions decide the route and the workload:

1. When was the company dissolved? The exact date is on the CRO company printout. It sets the 12-month and 20-year clocks.
2. Why was it struck off? A Revenue-initiated strike-off brings an additional Revenue confirmation into play, even on the administrative route.
3. Who is applying? An officer or member can use Form H1. A creditor cannot, and must apply to court.

A company dissolved after a liquidation is different again. The CRO states that restoration there requires a court order under section 708, sought within two years of dissolution, and the effect is to return the company to liquidation and not to normal status.

Administrative restoration within 12 months (Form H1)

Administrative restoration is an application to the Registrar of Companies on Form H1 under section 737 of the Companies Act 2014. The CRO must receive the Form H1 within 12 months of the date of dissolution, and every other condition must be satisfied within 15 months of dissolution. It is quicker and cheaper than a court application.

Who can apply?

An officer (director or secretary) or a member (shareholder) of the company. Creditors cannot use the H1 procedure.

Eligibility and statutory conditions

Statutory requirement. Under section 737, the Registrar restores the company only when:

• the application is made in the prescribed form (Form H1) within the 12-month period;
• the Registrar has received all outstanding annual returns, prepared in accordance with Part 6 of the Act, with the financial statements required to be annexed to them;
• the Registrar is satisfied the company complies with section 137 (at least one EEA-resident director, or a bond);
• no director notification required by section 149(8) remains outstanding;
• where the company was struck off on the Revenue ground in section 726(b), the Registrar has written confirmation from the Revenue Commissioners that they have no objection.

CRO procedure, deadlines and fees

CRO procedure. The CRO’s administrative restoration guidance sets out the mechanics:

• Form H1 has been an online-only filing through CORE since March 2022. Paper H1s are returned.
• The Form H1 filing fee is €300. The CRO requires payment by bank draft or postal money order; cheques are not accepted, and a dissolved company’s own cheques cannot be used.
• Each outstanding annual return (Form B1) is filed on CORE at €20 per return, plus any late filing penalty. The late penalty is €100 once a return is late and €3 for each day after that, up to €1,200 per return (see the CRO page on missed deadlines).
• Financial statements must relate to an individual financial year. They cannot be amalgamated across years.
• If the registered office or officers have changed, Forms B2 and B10 are also filed on CORE.

The two deadlines that catch people out

The CRO gives this example: a company dissolved on 17 February 2019 must have its Form H1 received on or before 16 February 2020, and every other condition met by 16 May 2020. Miss either date and the only route left is a court application.

Step-by-step example

1. Obtain a CRO company printout to confirm the dissolution date, the ground for strike-off and which annual returns are outstanding.
2. Check Revenue’s records (ROS) for outstanding Corporation Tax, VAT and PAYE returns, even if Revenue confirmation is not formally needed.
3. Gather bank statements and records, and bring the bookkeeping up to date for each missing period.
4. Prepare separate financial statements for each outstanding financial year, with an audit report where the company is not entitled to audit exemption.
5. File Form H1 on CORE, comfortably inside the 12-month limit, and pay the €300 fee.
6. File each outstanding annual return (Form B1) with its financial statements and pay the filing fees and late penalties.
7. Deal with section 137 (EEA-resident director or bond) and file any B10 or B2 needed.
8. If the strike-off was Revenue-initiated, deliver the outstanding section 882 statement and obtain Revenue’s written confirmation.
9. Respond promptly to any CRO queries. Corrections must also be completed within the 15-month window.
10. Once the CRO registers the application, the company’s status returns to “Normal” and it is deemed to have continued in existence.

Common reasons an H1 application is delayed or rejected

• Form H1 lodged close to the 12-month limit, leaving no time to fix errors.
• Financial statements covering more than one year in a single set.
• Audit exemption claimed where it is not available. Late filing of annual returns can cost a company its audit exemption, and the rules changed in July 2025, so the position for each year needs to be checked.
• No EEA-resident director and no section 137 bond.
• Signatures, dates or officer details on the returns that do not match CRO records.
• Payment by cheque, or from the dissolved company’s account.

Owners’ management companies have a separate procedure (Form H1-OMC) that can be used for up to six years. It is outside the scope of this guide.

Court restoration after 12 months

Once a company has been dissolved for more than 12 months, the Registrar cannot restore it administratively. Restoration then requires a court order under section 738 of the Companies Act 2014, and the application must be made within 20 years of dissolution. The CRO advises taking legal advice before any court application.

Who may apply, and to which court?

Statutory requirement. Restoration by court order is made under section 738. The CRO’s detailed guidance describes an application by the company, a member or an officer to the High Court, and an application by a creditor to the Circuit Court or the High Court. A creditor can apply at any time from dissolution without waiting for the 12-month H1 period to pass. To qualify, the creditor must have been a creditor at the time the company was struck off. The Registrar also has a separate power to apply to court for a restoration.

Which court?

The CRO’s detailed court order restoration guidance refers to the High Court, and to the Circuit Court for creditors. Its overview page on company restoration also refers to restoration by “High Court Order or District Court Order”. The correct court for a particular application is a legal question. Your solicitor will confirm it before proceedings issue.

The notice parties

Under section 739, the application is made on notice to the Registrar of Companies, the Minister responsible for State property and the Revenue Commissioners. In practice the solicitor obtains a letter of no objection on behalf of each before the hearing. The CRO refers to the Minister for Public Expenditure; Revenue’s guidance lists the notice parties as the CRO, the Chief State Solicitor’s Office, the Minister for Finance, the State Property Section and the Revenue Commissioners. Exactly who is served, and how, is for your solicitor to confirm.

Role of the solicitor and role of the accountant

The court application is legal work. A solicitor drafts the application and grounding affidavit, serves the notice parties, obtains the letters of no objection, usually briefs counsel, attends the hearing and takes up the order. Forti is an accountancy firm and does not provide legal representation.

The accounting and compliance work runs alongside it: reconstructing records, preparing financial statements for each year, filing annual returns with the CRO and filing tax returns with Revenue. In practice, the letters of no objection cannot issue until that work is done, so it usually sets the pace of the whole case.

Step-by-step: from initial review to restoration

1. Initial review. Confirm the dissolution date, strike-off ground, outstanding CRO returns, Revenue position and any assets held at dissolution.
2. Engage a solicitor to run the court application, and agree who does what.
3. Bring the records up to date. Bookkeeping, then separate financial statements for each outstanding year.
4. File outstanding annual returns and financial statements with the CRO on CORE, paying filing fees and late penalties.
5. Request the CRO letter of no objection from the Enforcement Section. The CRO issues it when the returns have been filed and checked.
6. File outstanding tax returns with Revenue, with accounts and computations, and agree how outstanding liabilities will be paid.
7. Obtain Revenue’s letter of no objection and then the letter from the Chief State Solicitor’s Office on behalf of the Minister.
8. Court hearing. The solicitor issues and moves the application. If satisfied, the court makes the restoration order, often with conditions.
9. File the order with the CRO. A certified copy must be delivered to the CRO, with a €15 filing fee, within 28 days of the order being perfected. If it is not, the order lapses and the company remains dissolved.
10. Restoration. The CRO changes the status from “Dissolved” to “Normal”, effective from receipt of the order, and publishes notice in the CRO Gazette.

Where there is good reason why returns cannot be finalised before the hearing, the CRO may issue a conditional letter and the court may make an order that lapses if the returns are not delivered within a set period. That is for the court to decide, and is not something to plan around.

On a creditor’s application, section 740 requires the court to direct specified members or officers to deliver the outstanding annual returns and Revenue statements, and to deal with the director and section 137 requirements. Directors can therefore find themselves under a court direction to do the compliance work whether or not they wanted the company restored.

Administrative restoration vs court restoration

The administrative route is a CRO filing exercise with accounting work behind it. The court route adds a legal process, further notice parties and solicitor involvement on top of the same accounting work. The table below compares them.

Not sure which route applies to your company?

The Forti Company Restoration Assessment confirms the dissolution date, the route available and what has to be filed before you commit to anything.

What must be brought up to date before restoration?

Before restoration, a company generally has to file every outstanding annual return with the CRO, each with its own financial statements, and on the court route every outstanding tax return with Revenue. What that means in practice differs from company to company, depending on the periods missed, the tax heads registered and the state of the records.

CRO annual returns

Statutory requirement. All outstanding annual returns must be delivered, for the years before dissolution and the years during it. Each is a separate Form B1 with its own fee and potential late penalty.

Financial statements

One set per financial year, in the format the Companies Act 2014 requires for that size of company. The CRO states that even a non-trading (dormant) company must submit an auditor’s report and balance sheet with each return on a court restoration. Whether an audit is needed for a given year should be confirmed case by case. See our page on annual accounts

Bookkeeping

Financial statements need underlying records. In practice, the accounting work required depends on how many filing periods are outstanding and whether bank statements, invoices and payroll records can still be obtained. Banks can usually supply historical statements, but it takes time.

Corporation Tax

Revenue requirement. Form CT1 for each outstanding accounting period, with accounts and computations. See Corporation Tax compliance.

VAT

Outstanding VAT returns for any period in which the company was registered, and the annual return of trading details where applicable. If the company carried on making taxable supplies during the dissolution period, that needs to be addressed. See our VAT services.

PAYE

Employer payroll submissions for any period in which staff or directors were paid.

Tax registrations

Registrations are usually ceased when a company is dissolved. Revenue states that, once restored, the company should apply to have all relevant tax heads reactivated so that returns can be filed.

Outstanding liabilities

Tax, interest and any surcharges for late returns, plus CRO late filing penalties. On a court restoration Revenue expects an undertaking to pay outstanding taxes. Trade creditors and other debts also revive with the company.

Revenue and company restoration

The Revenue Commissioners are a notice party to every court restoration and must confirm they have no objection. On the administrative route, written Revenue confirmation is required only where the company was struck off for failing to deliver the section 882 statement. In both cases Revenue’s position depends on outstanding returns being filed.

Revenue requirement. Revenue’s company restorations guidance, issued by its National Companies Unit, says that for court applications:

• copies of the petition must be served on both the Revenue Solicitor and the National Companies Unit;
• all outstanding tax returns for the pre-dissolution and dissolution periods must be filed before a letter of no objection can issue, together with the accounts and computations for those returns;
• the petitioner must undertake, personally and on behalf of the company, to pay all outstanding taxes within one month of the restoration order;
• the Revenue Solicitor’s legal costs are €530;
• once restored, the company applies to have its tax heads reactivated.

Can Revenue object? Yes. Revenue will not issue its letter while returns are outstanding or not in order. This is the point most often underestimated: a CRO restoration does not clear a company’s Revenue position, and filing with the CRO alone does not produce a Revenue letter.

Check the time limit in the order

The CRO states that the certified court order must be filed within 28 days of perfection. Revenue’s published guidance refers to a three-month period. Work to the shorter CRO deadline and to the terms of the order itself, and confirm the position with your solicitor.

What happens to company assets after dissolution?

When an Irish company is dissolved, the property it owned immediately beforehand vests in the State, in the person of the Minister for Public Expenditure, under section 28 of the State Property Act 1954. The State’s interest is defeasible: if the company is restored within 20 years, the property reverts to it as if it had never been dissolved.

Bona vacantia in plain English

Bona vacantia means “ownerless goods”. A dissolved company cannot own anything, so the law prevents a gap in ownership by passing its assets to the State automatically. No one has to do anything for this to happen, and the Minister has said in replies to parliamentary questions that the State usually only learns of the assets when an interested party gets in touch. Section 28 does not apply to property the company held on trust for someone else.

Restoration or waiver?

There are two ways the State’s interest ends. The usual one is restoration, after which the assets revert to the company automatically. The other is a waiver under section 31 of the State Property Act 1954, at the Minister’s discretion, handled through the Chief State Solicitor’s Office. The stated policy is that the Minister does not waive in favour of the former directors of the dissolved company, so for directors and shareholders restoration is normally the realistic route. Waiver is a legal matter for a solicitor.

Why assets make restoration urgent

• A sale, refinancing or lease renewal cannot complete while title sits with the State.
• Money in a frozen account cannot pay creditors, staff or tax.
• After 12 months the cheaper administrative route is gone.
• After 20 years restoration is not available at all, and the State’s interest can no longer be defeated by it.
• Records and the people who understand them become harder to find with every year that passes.

What happens after the company is restored?

Once restored, a company is deemed to have continued in existence as if it had never been struck off. Its assets revert to it, and its rights and obligations revive. That general rule is subject to any order of the court, which can give directions to put the company and others in the position they would have been in.

Three points follow from this. First, restoration does not wipe out anything: debts, tax liabilities and claims come back with the company. Second, debts and contracts entered into between dissolution and restoration are generally treated as the company’s own, which is why restoration is usually said to restore limited liability for the dissolution period. Third, on a court restoration the court can decide otherwise: under section 742 it may order that officers are personally liable for debts incurred while the company was struck off. That alternative order is a court power and does not arise on an administrative restoration under section 737.

A company incorporated under the older Companies Acts may also come back as a different company type. The CRO explains this under restoration and company type.

What directors should do immediately after restoration

1. Obtain an updated CRO printout confirming “Normal” status and check the next annual return date.
2. Apply to Revenue to reactivate Corporation Tax, VAT and employer registrations.
3. Contact the bank to unfreeze or reopen accounts, with the CRO printout and order.
4. Pay taxes within any undertaking given to Revenue.
5. Check the Register of Beneficial Ownership (RBO) filing is current.
6. Confirm the registered office, directors and secretary are correctly recorded.
7. Tell insurers, the landlord, key customers and suppliers.
8. Put a compliance calendar in place so the next annual return is not missed.

How long does company restoration take in Ireland?

There is no fixed timeframe. An administrative restoration with one or two returns outstanding can often be completed in weeks to a few months. A court restoration usually takes several months and can run longer, because it depends on historical accounts, Revenue clearance, the letters of no objection and a court date.

The main factors are:

• Number of missing annual returns. Each needs its own financial statements.
• Accounts required. Whether records exist, and whether any year needs an audit.
• Revenue compliance. How many tax returns are outstanding, across how many tax heads.
• Tax liabilities. Whether they can be paid or need to be agreed with Revenue.
• Availability of records. Reconstructing from bank statements is slower.
• CRO processing. Checking returns and issuing the letter of no objection.
• Solicitor work and court procedure. Drafting, service, the other letters, and the court list.

Professional recommendation. If you are inside the first 12 months, treat month nine as your practical deadline for lodging Form H1, not month twelve.

How much does company restoration cost in Ireland?

The cost of restoring an Irish company is the sum of several parts: fixed CRO fees, late filing penalties, accounting and tax work for each outstanding year and, on the court route, solicitor fees, court outlay and Revenue Solicitor’s costs. The total varies widely, which is why a case needs to be assessed before it can be quoted accurately.

Two companies dissolved on the same day can face very different bills. One dormant company with a single return outstanding is a small job. A trading company with five years of unfiled accounts, VAT and payroll is a substantial one. Forti quotes for the accounting and compliance work after reviewing the CRO and Revenue position; solicitor and court costs are quoted and billed separately by the solicitor.

Example restoration scenarios

Illustrative examples only

The three scenarios below are hypothetical. They are not Forti clients and the outcomes are not predictions for any real case.

Scenario 1: dissolved 6 months ago, one annual return outstanding

A small consultancy company missed one annual return after its registered office changed and was struck off. Six months on, the director finds the bank account frozen. Route: administrative. One set of financial statements is prepared, Form H1 and the B1 are filed on CORE, the H1 fee and late penalty are paid, and the company returns to normal status. No court, no solicitor.

Scenario 2: dissolved 3 years ago, several years outstanding

A retail company stopped filing, was struck off, and the owners kept trading informally. Three years later a lender asks for a CRO printout. Route: court restoration. Bookkeeping is rebuilt from bank statements, financial statements are prepared for each outstanding year, B1s are filed, and CT1, VAT and PAYE returns are brought up to date. The solicitor obtains the letters of no objection and moves the application. The accounting work is the largest part of the timeline.

Scenario 3: dissolved 5 years ago while still owning an asset

A dormant company holding a commercial unit was struck off for non-filing. Five years later the shareholders agree a sale and the purchaser’s solicitor finds the company is dissolved. Route: court restoration. The unit has vested in the Minister, so the sale cannot complete. The returns for each year are filed with the required financial statements and auditor’s reports, the letters of no objection are obtained, the order is made and filed with the CRO, and title reverts to the company. The sale then proceeds.

Common mistakes when restoring an Irish company

• Waiting too long. Letting the 12-month window close turns a filing exercise into a court application.
• Assuming the CRO restoration settles Revenue. They are separate. Tax returns, liabilities and registrations still have to be dealt with.
• Incomplete historical accounts. Combining years, or filing figures that do not reconcile to the bank, leads to rejection and delay.
• Missing records. Starting the application before confirming that records can be
• obtained.’
• Failing to identify assets. Property, bank balances, shareholdings and domain names should be listed at the outset, because they affect urgency and the Minister’s position.
• Overlooking section 137. A company with no EEA-resident director needs a bond before the Registrar will restore it.
• Attempting a court restoration without a solicitor. The procedure, service on notice parties and undertakings are legal work.
• Missing the 28-day filing deadline for the order. The order lapses and the application has to be made again.
• Restoring when a new company would do. If there are no assets, contracts, licences or history worth keeping, incorporating a new company may be simpler. If there are assets, it is not an alternative.

Do I need an accountant to restore a company?

There is no legal requirement to use an accountant, and a director can file Form H1 personally. In practice, restoration turns on financial statements, annual returns and tax returns for every outstanding period, which is accounting and tax work. A court restoration also needs a solicitor, because the application itself is legal work.

How Forti can help

Company restoration involves three connected areas: CRO and company compliance; accounting and Revenue compliance; and legal and court procedure where required. Forti is an accountancy firm based in Sandyford, Dublin 18. We work on the first two.

• We assess the company’s CRO and Revenue compliance position and confirm which route is available.
• We identify the outstanding annual returns, financial statements and tax returns.
• We complete the bookkeeping, accounts, CRO filings and Revenue returns within our remit.
• Where a court application is needed, we work alongside your solicitor, supplying the accounts and filing confirmations they need for the letters of no objection.
• After restoration, we can take on the company’s ongoing annual compliance so it stays on the register.

The Forti Company Restoration Assessment

Before any restoration work starts, we carry out an initial assessment so that you know the route, the workload and who needs to be involved. We check, in order:

1. CRO status of the company and the ground for strike-off.
2. Dissolution date, and how much of the 12-month or 20-year period is left.
3. Restoration route: administrative (Form H1) or court.
4. Outstanding annual returns (B1s) and likely CRO late filing penalties.
5. Accounts required: which financial years, and whether any need an audit.
6. Revenue position: outstanding returns across Corporation Tax, VAT and PAYE.
7. Bookkeeping required to support those accounts and returns.
8. Estimated Forti work, set out as a written fee quote, ex VAT.
9. Whether a solicitor is needed, and what they will need from us.

We do not act as solicitors and do not provide legal representation in court. We cannot guarantee the decision of the CRO, Revenue or a court.

Frequently Asked Questions