Member Voluntary Liquidation (MVL) Services

If you’re looking to close a solvent limited company in a tax-efficient way, a Members’ Voluntary Liquidation (MVL) could be the ideal solution. At Henderson Loggie, we provide expert guidance to help directors maximise returns, minimise tax liabilities, and ensure a smooth and compliant company closure.

What is a Members Voluntary Liquidation?

A Members’ Voluntary Liquidation (MVL) is a formal process used to close a solvent limited company. It is designed for businesses that can pay all of their debts in full, typically within 12 months.

During an MVL, an appointed insolvency practitioner liquidates the company’s assets, settles any outstanding liabilities, and distributes the remaining funds to shareholders.

This process is commonly used by directors who are:

  • Retiring or stepping away from business
  • Restructuring or simplifying group companies
  • Closing a business that is no longer required

Seeking a tax-efficient way to extract retained profits

Is an MVL right for your business?

An MVL may be the best option if your company:

  • Is solvent (able to pay all debts in full)
  • Has retained profits of £25,000 or more
  • No longer serves a purpose or is being wound down
  • Has shareholders looking to extract funds tax efficiently

If your company has lower retained profits, an informal strike-off may be more suitable, although it may not offer the same tax advantages.

At Henderson Loggie, we assess your circumstances and explain whether an MVL is the most beneficial route for you.

The MVL process, or Member Voluntary Liquidation, follows a structured legal procedure:

1. Declaration of Solvency

Directors formally confirm the company can meet all liabilities.

2. Shareholder Resolution

Shareholders pass a resolution to wind up the company.

3. Appointment of Insolvency Practitioner

A licensed insolvency practitioner is appointed as the liquidator.

4. Asset Realisation

Company assets are sold or distributed.

5. Settlement of Liabilities

All creditors are paid in full.

6. Distribution to Shareholders

Remaining funds are distributed as capital.

7. Company Dissolution

The company is formally removed from the Companies House register.

We have licenced insolvency practitioners to ensure the process runs efficiently and compliantly.

Tax Benefits of a Members’ Voluntary Liquidation

One of the key advantages of an MVL is its potential tax efficiency.

Funds distributed through an MVL are treated as capital rather than income, meaning:

  • You may benefit from Capital Gains Tax (CGT) rates instead of higher dividend tax rates
  • Eligible shareholders can claim Business Asset Disposal Relief (BADR) (formerly Entrepreneurs’ Relief)
  • This can lower the tax rate on qualifying gains

Compared to withdrawing profits as dividends, this can result in significant tax savings.

We can work alongside your tax advisers, or our in-house tax team, to ensure the process is structured efficiently and remains compliant with HMRC requirements.

 

Why Choose Henderson Loggie for MVL Advice?

Choosing the right advisors is essential when considering an MVL. At Henderson Loggie, we offer:

  • Licensed insolvency practitioner expertise: Direct access to experienced IPs who manage and oversee the entire MVL process
  • Practical, commercially focused advice: Clear guidance tailored to your circumstances, with a focus on achieving the right outcome
  • Tax-efficient planning: Working with your advisers or our in-house team to ensure a compliant and efficient outcome
  • End-to-end support: From initial consultation to final distribution
  • Clear, transparent advice: No jargon, just straightforward guidance you can trust

Our goal is to make your company closure simple, compliant, and financially optimised.

Member Voluntary Liquidation FAQ's

How long does an MVL take?

How much does an MVL cost?

Is an MVL tax efficient?

What happens to retained profits?

Can I close my company without an MVL?

Does closing a limited company affect your credit score?

Do I need an insolvency practitioner?


Meet Our Licensed Insolvency Practitioners

Shona Campbell

Shona Campbell

Chair & Partner

I am Chair of Henderson Loggie and head up the firm’s Business Recovery and Insolvency team. I have over twenty-five years of experience advising businesses, the majority of that time dealing with businesses facing some…
Margaret Linn

Margaret Linn

Manager

I have 25 years’ experience working in Insolvency, both personal and corporate.  I advise individuals and company directors who find themselves in financial difficulty and am committed to finding a tailored solution that serves the…
Lianne Fraser Lusher

Lianne Fraser Lusher

Manager

I am an ACCA qualified Manager in the Business Recovery & Insolvency team and joined Henderson Loggie in 2020.  I have 13 years’ experience in administering and managing corporate insolvencies (Administrations, Court and Creditors’ Voluntary…
Lynn Barr

Lynn Barr

Assistant Manager

I am an ACCA qualified Assistant Manager within our Business Recovery & Insolvency team and have been working in the Insolvency profession for over 20 years, after graduating from University. I was initially involved in…
Kirstin Drummond

Kirstin Drummond

Assistant Manager

I am an Assistant Manager within the Business Recovery & Insolvency team, qualified to CPI level, and I joined Henderson Loggie in 2022.  I have over 24 years’ experience in the administration of Personal Insolvencies…

If you’re considering closing your company, get in touch today. Our expert team will guide you through your options and help you achieve the most tax-efficient outcome.