Lifecycle

Redomiciliation, liquidation & restoration

A company is not only incorporated. It migrates, it is wound up, and occasionally it is brought back from the dead. We arrange redomiciliation (continuation), solvent voluntary liquidation and strike-off, restoration of struck-off entities, and, rarely, ready-made companies, for internationally mobile families whose structures need to follow them across borders. We coordinate the work end to end. The statutory filings are executed by the licensed registered agents, liquidators and counsel we appoint and manage in each jurisdiction.

Last verified July 2026

What this covers

  • Redomiciliation, or continuation: we coordinate the two-ended process of continuing a company out of one register, for example the BVI, and into another, such as Cyprus, ADGM, DMCC or RAK ICC. The same legal entity makes the move. Its incorporation date, contracts and banking history stay intact. There is no new incorporation and no asset transfer.
  • Pre-move feasibility check: before any fee is committed, we confirm that both jurisdictions permit continuation in statute and that the company's own memorandum and articles allow it. This is the first step. It is not the filing.
  • Solvent voluntary liquidation: we arrange the directors' declaration of solvency, the liquidation plan and the appointment of a qualified liquidator, through to the Certificate of Dissolution that closes the entity cleanly.
  • Strike-off versus liquidation triage: we tell you honestly when a formal voluntary liquidation is worth its cost, and when it makes more sense to let a genuinely dormant shell be struck off.
  • Restoration, or revival: we arrange administrative or court restoration of a company struck off in error or needed again, whether that means releasing a frozen bank balance, defending a claim, or completing a sale, all within the statutory window.
  • Ready-made, or shelf companies: we source one only where there is a genuine, documented need and a proper vendor warranty. More often, we will tell you that a fresh incorporation is the better answer.
  • Register and UBO housekeeping. We bring registers of directors, members and beneficial owners up to date and clear any registered charges. Since 2025, this is a precondition for migrating out of a register, or for being restored to one.
  • Practitioner coordination. We do not hold the registered-agent, liquidator or law-firm licences ourselves. Instead, we assemble and manage the vetted specialists who do, and keep both ends of any cross-border matter working in step.

Scope & conditions

BVI — continuation out
Under the BVI Business Companies Act (as amended with effect from January 2025; confirm current text), a company discontinuing must have its registers of directors, members and beneficial owners filed and current; release registered charges or obtain chargee consent; and give prior public notice plus written creditor notification. Directors must declare there is no pending litigation, no receiver appointed, and no outstanding request from a competent authority.
Cyprus — continuation in
Foreign company files form ME1 with a €120 fee to obtain a temporary certificate of continuation. The constitution must permit redomiciliation, shares must be registered (not bearer), and the continuing name must end in 'Limited'. Evidence of deregistration from the origin jurisdiction must follow within 6 months to secure the permanent certificate (as of 2026; confirm fee).
Cyprus — continuation out
Filed on form ME2, accompanied by a shareholders' special resolution authorising the application and approving interim accounts.
ADGM — continuation in
The incorporating jurisdiction and the company's constitution must both permit it. Requires certified constitutional documents, a solvency statement and particulars of directors; at least one authorised signatory must be UAE-resident; and the Registrar must be satisfied that members' and creditors' interests are not unfairly prejudiced.
UAE free zones (DMCC / RAK ICC / RAKEZ)
DMCC generally admits an offshore applicant only if it has traded for 2+ years with audited financial statements, and looks for minimum share capital of AED 50,000. Standard file: certificate of good standing, audited accounts, board and shareholder resolutions, and a directors' solvency declaration (as of 2026; confirm with the specific zone).
BVI — solvent voluntary liquidation
Available only where the company can pay its debts as they fall due and assets equal or exceed liabilities. The liquidator must be BVI-resident (physically present 180 days, continuously or in aggregate) with at least two years' liquidation experience. An unregulated case typically completes in 4–6 weeks; administrative strike-off and dissolution takes far longer.
Restoration windows (BVI / UK)
BVI: restoration via the Registrar generally within 5 years of dissolution (10 years, or before 1 January 2028 if dissolved before 1 January 2023). UK: administrative restoration up to 6 years, and only if the company was trading at dissolution; otherwise a court order is required (confirm before relying).

How it works

  • Continuation is possible only when three things line up: the departing jurisdiction allows it, the receiving jurisdiction allows it, and the company's own memorandum and articles allow it. Verifying all three is the first step. The filing comes later.
  • Redomiciliation preserves the legal entity. Assets, contracts, banking relationships and the original incorporation date all carry across. That is exactly why it changes the governing law and regime but does not shed liabilities. Those travel with the company.
  • Registers of directors, members and beneficial owners, along with any registered charges, must be clean and current before a company can leave a register or be restored to one. Under the 2025 BVI regime, the relevant registers must be filed within 14 days of starting a restoration.
  • Solvent voluntary liquidation depends on a directors' declaration of solvency and a liquidation plan. A company that cannot pay its debts follows a separate, creditor-driven insolvency route instead, one that we do not run.
  • UK restoration usually means bringing every outstanding filing up to date. Where assets passed to the Crown as bona vacantia, you will also need a waiver from the Bona Vacantia Division. The Treasury Solicitor fee is £64, or £295 within a Duchy estate. Confirm current figures before you rely on them.
  • Plan in months, not days. Inward UAE and ADGM migrations are commonly quoted at roughly 6–12 months end to end. Budget for two sets of statutory fees, plus professional fees on both sides of the move.
What can go wrong
  • A shelf company with a history is now a liability, not a shortcut. Banks and registries treat a pre-existing corporate history as something you must explain. Source of the entity, past ownership, dormancy, all of it. That tends to slow or block onboarding rather than speed it up. We will usually recommend a fresh incorporation instead.
  • We arrange and coordinate. We are not the licensed registered agent, liquidator or law firm, and we do not execute the statutory filings ourselves. Those are handled by vetted specialists we appoint and manage in each jurisdiction.
  • We publish no fee schedule for this work. Statutory fees differ by jurisdiction, and the professional cost depends on complexity. Pricing is quoted after a scoping call, never invented in advance.
  • Restoration windows are hard edges. The rule is broadly 5 years in the BVI and 6 years for UK administrative restoration, with longer routes available only by court order or transitional rule. Miss the window and revival becomes far harder, sometimes impossible. Act early.
  • Every figure on this page is a checkpoint, not a promise. Thresholds, fees and forms move. We confirm each one against the current regulator before you commit. And we tell you plainly where a number may already have changed.

Frequently asked

What is the difference between redomiciling a company and just setting up a new one?

Redomiciliation, more properly known as continuation, moves the same legal entity to a new jurisdiction. It keeps the company's incorporation date, contracts, assets and banking history intact. A new incorporation creates a fresh entity, and you would then have to migrate assets, novate contracts and re-open accounts. Choose continuation when preserving that history is the point. Choose a fresh company when a clean slate is cheaper and simpler.

Can I move a BVI company to Cyprus, ADGM or a UAE free zone without liquidating it?

Yes, as long as the laws of both jurisdictions and the company's own constitution allow it. In outline, the BVI files a discontinuance while the receiving register issues a certificate of continuance for the same entity. Do the register and charges housekeeping first. Under the 2025 BVI rules, the departing company must confirm its registers are current and that there is no pending litigation, receivership or unmet request from a competent authority.

How long does redomiciliation take, and what will it cost?

Months rather than days. Inward UAE and ADGM migrations are commonly quoted at around 6–12 months end to end, with two sets of statutory fees plus professional fees on both sides. We do not publish a fixed price. The statutory element differs by jurisdiction, and the professional element depends on complexity. We scope the matter and quote it, and point you toward a consultation rather than a number invented in advance.

Should I formally liquidate my company, or just let it be struck off?

A solvent voluntary liquidation delivers a clean Certificate of Dissolution. In the BVI, this often takes just four to six weeks for an unregulated company, and it closes your exposure for good. Strike-off is cheaper, but it is slower, and it leaves the entity in a state where it can still be dissolved or restored. In the BVI, administrative strike-off can run for years. For any company holding assets or carrying residual risk, the formal liquidation is usually worth the cost.

My company was struck off. Can I get it back?

Often, yes, as long as you act within the statutory window. In the BVI, restoration through the Registrar is generally available within 5 years of dissolution. That extends to 10 years, or before 1 January 2028, for companies dissolved before 1 January 2023. In the UK, administrative restoration is available up to 6 years, but only if the company was trading at dissolution. Otherwise, you will need a court order. Either way, you will need to bring your filings up to date. In the UK, you may also need a bona vacantia waiver if assets passed to the Crown.

Are shelf or aged companies a good way to move quickly?

Rarely, now. A ready-made company carries a corporate history, and that history raises source-of-history, KYC and AML questions under current rules. That scrutiny can slow bank onboarding rather than speed it up, which was the original selling point. We will source a shelf company only where there is a genuine need and a proper vendor warranty covering the absence of debts, tax arrears and disputes. More often, we advise a fresh incorporation instead.

Need redomiciliation, liquidation & restoration done properly?

One named person on your file, and an honest answer on scope, timeline and cost.