Use this checklist for the shop, warehouse or online store you run through a limited company. Work through your stock, supplier accounts, customer orders, payment systems and premises alongside the company-closure process. Keep a written list of what remains open, who is handling it and the next action.
Understand the big picture first
For strike-off, your company must not have traded or sold stock held for sale in the normal course of business in the last 3 months. Selling an asset used to run the business is different; other eligibility rules also apply.
For a solvent company, the options include strike-off and members’ voluntary liquidation. Ask your accountant which route fits your company before deciding how to sell or distribute its assets.
If your company cannot pay its debts, seek advice from an insolvency practitioner now. Strike-off is not an alternative to formal insolvency proceedings.
If your company is insolvent, your priorities shift to its creditors. Protect its assets and avoid worsening creditors’ financial position. Directors are not normally personally responsible for company debts, but mismanagement, including wrongful trading, can lead to personal liability. Get insolvency advice before continuing to trade.
Use the retail checklist below alongside that advice. Gather details of your stock, employees, leases, supplier balances and customer commitments so you can plan the next steps in the right order.
1. Decide what to do with your stock
Make a stock list before choosing between a clearance sale, a bulk sale to another retailer or wholesaler, returns to suppliers, donations or disposal. Separate stock you own from consignment or sale-or-return goods.
Sell remaining stock
Plan where you will sell the stock, how customers will receive it and when you will stop taking orders. Keep invoices and records of each sale, including any stock moved between locations.
If you are VAT registered, basic discounts use the discounted selling price for VAT, rather than the original price or market value.
Ask your accountant to check gifts, transfers and unusual disposals separately before you proceed. Do the same before a large write-down or bulk sale if you are unsure how to record it.
Write off or donate stock
Identify damaged, expired or unsellable items and record what you plan to do with them. Check safe disposal arrangements for the type of goods you hold. Before donating stock, ask your accountant to confirm the accounting and tax treatment for your proposed donation.
2. Close supplier and trade accounts
Notify suppliers in writing of your planned last trading day. Ask for a final statement covering stock, fixtures, packaging, back-orders and other outstanding charges.
Check each balance against your records. Agree arrangements for sale-or-return and consignment stock, and keep written confirmation of goods returned, payments made and any disputed amounts.
For a company that can pay its bills, arrange settlement and ask each supplier to confirm when the account is closed. If you cannot pay, give your insolvency adviser the account details before deciding which payments or returns to make. Do not wait for every supplier balance to be settled before seeking help.
3. Handle customer obligations and liabilities
Orders, returns and warranties
List outstanding orders, deposits, return requests, repairs and warranty or service commitments. Plan how you will deal with them and keep customers informed. If you cannot fulfil an order or pay a refund, include it in the information you give your insolvency adviser.
Sale customers have the same refund rights as customers who pay full price. A clearance sale does not remove those rights.
Check the rules that apply to your goods and how you sold them before announcing a final returns policy. Keep a contact address for customer enquiries and a record of how you dealt with each claim.
Gift vouchers, store credit and loyalty schemes
Make a list of outstanding vouchers and credit balances. Review the terms and ask for advice on what your company should do, especially if it cannot meet all its commitments. Tell customers your proposed arrangements clearly; do not assume every voucher has the same outcome.
A closure term does not automatically make forfeiture enforceable: you cannot rely on unfair consumer contract terms.
Communicate your closure
Post your planned last trading day in the shop and on your website. Explain how customers can contact you about orders, vouchers and returns. Stop taking new orders or selling vouchers you do not expect to fulfil, and seek insolvency advice promptly if payment problems arise.
4. Close payment processors and POS systems
List your card terminal, online gateways, payment links, recurring payments and point-of-sale subscriptions. Ask each provider what steps are needed to close the account and handle outstanding refunds or disputes.
Before cancellation, ask whether there are held balances or reserves, how you can receive them and what access you will need afterwards. Agree the timing with the provider rather than closing every account on your last trading day.
Export transaction records and reports before losing access. Check whether card terminals or other hardware must be returned. Cancel subscriptions once the information and access you need have been secured, and keep confirmation of the cancellation.
Turn off checkout pages and payment links when you stop accepting orders. Review recurring payments individually so you can end the ones you no longer need while keeping any services required for the closure.
5. Deal with your shop and e-commerce presence
Physical retail premises
The lease guidance below covers England and Wales. If your premises are in Scotland or Northern Ireland, get advice on the local rules before acting.
Read your lease and list the notice requirements, break dates, repair obligations and arrangements for removing fittings. Get advice before serving notice if the wording or timing is unclear.
Using a break clause requires notice as set out in the lease, and you may have to meet other conditions.
If you cannot use a break clause or agree another permitted way to end or transfer the tenancy, you must continue paying rent for the tenancy period.
If your landlord agrees an early surrender, obtain legal documents showing that both sides agreed to end the lease.
Agree a handover plan for keys, security devices and access cards. Photograph the premises, retain the inspection notes and keep copies of the lease, notices and landlord correspondence. If your company cannot afford the lease commitments, take the documents to your insolvency adviser.
For premises in England, tell your local council when the property becomes vacant and check your business rates bill. If you get empty property relief, it normally lasts 3 months from the property becoming empty; most businesses then pay full rates. Some properties qualify for extended relief, so ask the council what applies to yours.
E-commerce and online platforms
List each storefront and marketplace account, including any subscriptions. Plan when to disable ordering and when to close the account. Export order histories and financial reports you need before deleting an account.
Update your website and social media with the closure arrangements. Remove active checkout flows when you stop taking orders and check that old listings or payment links no longer invite purchases.
For strike-off, GOV.UK recommends keeping business documents such as bank statements, invoices and receipts for 7 years after the company is struck off.
Agree with your accountant which records to retain for your closure route and who will hold them. Handle customer information under the separate data-retention rules below; do not copy every customer list into an indefinite archive.
6. Wrap up VAT, payroll and tax for retail activity
Stock, assets and final VAT returns
Give your accountant the stock-sale records and details of proposed donations, write-offs and disposals of fittings, tills and other equipment. Ask them to check the tax treatment before you complete unusual transactions or distribute assets.
If your company is VAT registered and stops being eligible for registration, it must cancel within 30 days. Check the arrangements separately if you are transferring a business or are part of a VAT group.
Your final VAT return covers the period up to and including the VAT cancellation date.
Ask your accountant to check any stock and assets still held at VAT cancellation and confirm the final-return due date. Keep the cancellation confirmation with your tax records.
Employees and payroll
When your business stops employing people, tell HMRC straight away and submit a final payroll return.
For strike-off, you must follow the redundancy rules where applicable and pay employees their final wages or salary.
Ask your payroll adviser to check notice, holiday pay, redundancy arrangements and any unpaid amounts. If the company cannot pay, discuss employee claims with your insolvency adviser rather than assuming that the usual solvent-closure checklist will cover them.
Final company accounts and tax
For strike-off, send final statutory accounts and a Company Tax Return to HMRC, and pay Corporation Tax and other outstanding tax liabilities.
Agree the timetable with your accountant for the route you have chosen. Keep your final stock and asset records, payroll reports and supplier statements together so they can prepare the returns.
7. Special considerations for online-only retailers
Refunds and payment disputes
Ask your payment processor how refunds and disputes will be handled after you stop taking orders. Keep the records and contact details it asks you to retain, and confirm what access you will have after account closure.
Customer data
Personal information must not be kept for longer than you need it. Review what customer data you hold and why it is still needed.
Make a retention and deletion plan alongside your financial-records plan. Identify information needed for unresolved orders or claims and decide who will hold it securely. Ask for data-protection advice before transferring customer information to another business; do not assume a related company can simply take over the list.
Domain, brand and intellectual property
List domains, website content, brand assets and registered trade marks. Decide whether you plan to sell, transfer or let each one lapse. Ask your adviser to check ownership and any restrictions before reusing the brand through another company.
8. When to bring in professional help
Use an accountant for your stock records, proposed asset disposals, final tax returns and plans for payments to shareholders. Ask a commercial property solicitor about lease notices, surrender arrangements or a dispute with your landlord.
If the company cannot pay its bills, contact an insolvency practitioner promptly and give them your full list of assets, debts and commitments. Ask for legal or data-protection advice where customer claims, information transfers or brand ownership need individual review.
9. Keep your approach consistent with legal closure
Before applying for strike-off, close down your company properly. Check the eligibility rules with your adviser rather than treating the shop’s last trading day as the date you can apply.
Within 7 days of applying for strike-off, send a copy of the application to everyone affected: members (usually shareholders), existing and likely creditors, employees, managers or trustees of employee pension funds, and directors who did not sign it. Include your landlord, staff owed money and voucher holders where the company owes them money.
Until the company is dissolved or the application is withdrawn, send a copy within 7 days to anyone who becomes a director, member, creditor, employee, or manager or trustee of an employee pension fund.
For liquidation, completing, transferring or ending company contracts is part of the process overseen by the liquidator. You do not need to settle every lease, supplier debt or customer obligation before seeking insolvency help.
Take your outstanding stock-return arrangements, leases, customer claims and tax records to the adviser handling your closure. Agree who will deal with each item and how it fits the chosen route before taking the next step.