Author:
Edward Omondi, Business & Immigration Consultant
Last updated: 11 June 2026
Information date: Kenya registry and legal references checked as at 11 June 2026. Always confirm current BRS/eCitizen requirements and fees before filing.
To close a dormant limited company in Kenya, the usual route is a voluntary strike-off application. The directors first confirm that the company has stopped trading, has no unresolved debts, no active litigation and no asset or creditor issues requiring liquidation. The company then prepares the required approval, Form CR18, Form CR19, supporting explanations and any annual returns or KRA compliance cleanup before filing.
After filing, the matter goes through registry review, Gazette notice, objection stage and final removal from the companies register if there is no valid objection. If the company has debts, creditor pressure, employee claims, tax disputes, assets to distribute or insolvency concerns, a simple strike-off may be unsuitable and liquidation advice should be taken first.
Biz Brokers Kenya assists with company strike-off, dissolution planning, annual returns cleanup, KRA status review, CR18/CR19 preparation, objection risk checks and liquidation route assessment.
Call +254757884710 | Email info@bizbrokerskenya.com | Chat on WhatsApp
Most searches for winding up a company in Kenya, company dissolution in Kenya, strike off of a limited company in Kenya or deregistration of a company in Kenya are really asking one question: can this company be closed by simple strike-off, or does it need liquidation?
| Company situation | Likely route | Plain-language guidance |
|---|---|---|
| No debts, no active business, no litigation, no asset or liability issue | Voluntary strike-off / dissolution | Usually the best fit for a dormant company that simply needs to be removed from the register. |
| Solvent, but assets, liabilities or distributions must be formally handled | Members’ voluntary liquidation | Use where the company can pay its debts but still needs a formal close-out process. |
| Insolvent, under creditor pressure, facing tax disputes or court risk | Creditors’ voluntary liquidation or court-led liquidation | A simple strike-off is usually the wrong tool where creditors or insolvency issues are live. |
Strike-off is the administrative removal of a company’s name from the register, usually after an application by the company where the business is dormant and its affairs are clean enough for that route. Dissolution is the legal end result after the company is removed from the register and ceases to exist.
Deregistration is the plain-language term many clients use when they want the company removed from the register. Winding up is often used broadly, but in a strict legal and insolvency context it may point to liquidation. Liquidation is the formal process used where the company’s assets, liabilities, solvency position or creditor claims must be handled before dissolution.
For a clean dormant company, this page focuses on voluntary strike-off of a limited company in Kenya. If the facts show debts, creditor pressure, assets, disputes or insolvency, the matter should be reviewed as a liquidation file instead.
For a typical dormant company strike-off file, the process usually follows these practical steps:
This guide should be read together with the main Kenyan legal and registry sources. The voluntary strike-off route is connected to section 897 of the Companies Act, 2015, while liquidation routes are handled under the insolvency framework. BRS also provides company registry forms, practice notes and current fee references.
Useful official references: BRS Practice Note PN-06: Voluntary Strike Off, Dissolution & Restoration, Companies Act, 2015, Insolvency Act, 2015, BRS company registry forms, BRS miscellaneous fees.
For a typical dormant company strike-off file, the working document pack usually includes:
Practical point: a technically complete form set is not enough. Most delays arise from overdue annual returns, unresolved KRA issues, creditor objections, missing approvals or facts that actually require liquidation.
The core forms are:
Download references: Form CR18 | Form CR19 | BRS forms page
Send the company name, registration number, last trading date, annual return status, KRA status and whether the company has any debts, assets or disputes. We will advise whether strike-off is suitable or whether liquidation should be considered.
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The official registry fee is only one part of the total cost. As at 11 June 2026, the BRS miscellaneous fees page lists KSh 2,000 for an application by a company to strike its name off the register under section 897 of the Companies Act. Confirm the current fee before filing because government fees and portal requirements can change.
| Cost item | What it covers | Practical note |
|---|---|---|
| BRS strike-off application fee | Official filing fee for the strike-off application | Check the current BRS/eCitizen amount before filing. |
| Annual returns catch-up | Overdue company annual returns and related filing support | This is often a major cost driver for dormant companies. |
| KRA cleanup | Default filings, nil returns, penalties, tax account cleanup and status review | Tax issues can delay or block a smooth closure. |
| Professional fees | Review, resolutions, CR18/CR19 preparation, filing support and follow-up | Depends on the company history, compliance gaps and objection risk. |
| Liquidation costs | Formal liquidation work where strike-off is not suitable | Applies where debts, assets, creditors or insolvency issues must be handled formally. |
Budgeting note: the official strike-off filing fee is not the same as the total company closure budget. Always separate the registry fee from annual returns cleanup, KRA cleanup, professional fees and any liquidation costs.
We can review the company record first and give a practical cost estimate covering strike-off filing, overdue annual returns, KRA cleanup and professional support.
The timeline depends less on the filing form itself and more on whether the company is truly ready for strike-off. A clean dormant-company file may take several months because the process includes preparation, registry review, Gazette publication and an objection period. A non-compliant company can take materially longer.
Before filing a dormant company strike-off application, check the company against this minimum cleanup list:
This stage often determines whether the file moves smoothly or gets stuck.
An objection can stop or delay the strike-off. Common objectors include tax authorities, creditors, landlords, counterparties, employees, shareholders or any party who says the company still has unresolved obligations or active disputes.
If an objection is raised, pause and assess:
Yes, restoration may be possible, but the route depends on how the company left the register and what relief is being sought. The law distinguishes between administrative restoration and court restoration. This is one reason why a strike-off file should not be forced through where liabilities or disputes are still alive.
If you need to restore a company, gather the strike-off record, identify whether the company was struck off under an administrative or company-initiated route, confirm time limits, assess any property or liability issues, and prepare the restoration documents before taking action.
You should assess liquidation instead of simple strike-off where:
Where the company is solvent but still needs a formal close-out, members’ voluntary liquidation may be more appropriate. Where creditors or insolvency issues are involved, creditors’ voluntary liquidation or court-led liquidation may be the safer path.
We can help you separate simple dormant-company strike-off files from true liquidation matters before you spend time and money on the wrong route.
See our company compliance services | Send your company details for review
For a dormant limited company with clean affairs, the usual route is voluntary strike-off. You confirm the company has stopped trading, check annual returns and KRA status, prepare internal approvals, CR18, CR19 and supporting documents, file with the registry and wait for Gazette notice, objection stage and final removal from the register.
Many clients use “deregister” to mean strike off or dissolve a company. For a company, the usual route is an application to strike the company name off the register where the company is dormant and suitable for that route.
The core forms are usually Form CR18 and Form CR19. You may also need shareholder or directors’ resolutions, minutes, cover letter, annual returns cleanup documents, KRA status review and any supporting confirmations required by the facts.
As at 11 June 2026, BRS lists KSh 2,000 for an application by a company to strike its name off the register under section 897 of the Companies Act. The total cost can be higher where annual returns, KRA defaults, penalties, objections or professional filing support are required.
A clean dormant company file usually takes several months because of preparation, filing, registry review, Gazette notice and the objection process. Files with overdue annual returns, KRA issues, creditor concerns or disputes can take longer.
Usually not safely. If there are unresolved creditor issues, unpaid tax, litigation, employee claims, supplier debts or insolvency concerns, liquidation advice is normally the better starting point than a simple strike-off file.
Strike-off is generally used for dormant companies with clean affairs. Liquidation is the formal insolvency-law process used where assets, liabilities, solvency issues or creditor claims must be dealt with before the company is dissolved.
Yes, restoration may be possible under the Companies Act, but the route, documents and time limits depend on how the company was removed from the register and whether administrative or court restoration is required.
Biz Brokers Kenya assists with dormant company strike-off files, annual returns cleanup, KRA compliance review, de-registration support, dissolution strategy and liquidation route assessment.
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Directors, shareholders, dormant company owners, foreign investors, diaspora clients and administrators who need to close a Kenyan company properly and understand whether strike-off or liquidation is the right route.
Check annual returns, KRA status, creditors, assets, bank accounts, leases, employee claims, shareholder approvals and whether the company is truly dormant.
Before filing, we can review annual returns, registry history, objection risks and whether the facts support strike-off or require liquidation advice.