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Dissolution of a tenant company

A company that is struck off the Register of Companies and dissolved no longer has any legal existence. Its property vests in the Crown (or the Duchy of Lancaster or the Duke of Cornwall as the case may be) as bona vacantia.

Where a tenant company is dissolved, the benefit of its lease will therefore vest in the Crown, which can then exercise all beneficial interests in respect of it. As the Crown becomes the landlord’s direct tenant, it is subject to the landlord’s usual remedies in respect of any breaches of covenant.

However, the Crown has the option of disclaiming the lease rather than taking on onerous obligations. In that event, the Crown will have terminated its rights, interests and liabilities in respect of the disclaimed property as from the date of disclaimer.

A landlord may be able to object to the tenant company’s striking off and to apply to have the company restored to the Register, but this will depend upon the circumstances and is often a time-consuming process.

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