WindDown

Legal

Terms of Service

Effective date: 10 June 2026. These terms govern your use of winddownhq.com and the services we provide through it. Please read them — they are shorter and plainer than most, and each section starts with a summary in italics so you can see what you are agreeing to at a glance. The italic summaries are for convenience; if a summary and the full text ever differ, the full text applies.

1. Who we are

In plain English: WindDown is run by a UK limited company. Here is who you are contracting with.

WindDown is a trading name of Murphy Street Partners Limited, a company registered in England and Wales with company number 15983851, whose registered office is at [REGISTERED OFFICE ADDRESS] (referred to in these terms as "WindDown", "we", "us" or "our"). You can contact us at hello@winddownhq.com.

By using winddownhq.com (the "Site"), the free route-check tool at /check, or purchasing our Guided Wind-Down product or any other paid service (together, the "Services"), you agree to these terms on behalf of yourself and, where applicable, the company you represent.

2. What WindDown is — and, importantly, what it is not

In plain English: we provide software, guidance and document generation to help you close your own company. We are not solicitors, accountants or insolvency practitioners, and nothing we provide is legal, tax or insolvency advice. You file everything yourself, and the legal responsibility for your company's filings stays with you, its directors.

The Services comprise:

  • The free route check at /check — an automated tool that suggests a likely closure route (strike-off, members' voluntary liquidation, creditors' voluntary liquidation or dormancy) based solely on the information you enter. Its output is indicative only.
  • Guided Wind-Down — a paid product comprising a personalised closure plan with sequenced deadlines, documents generated from templates using information you supply (such as board minutes, notices to interested parties and HMRC cessation letters), step-by-step walkthroughs of the relevant gov.uk filings, and status tracking.
  • Referrals — where a formal liquidation is appropriate, an introduction to a licensed Insolvency Practitioner (see section 6).

The Services are not:

  • Legal advice. We are not a law firm and we are not solicitors. Our content and documents are general guidance and templates, not advice on your specific circumstances.
  • Tax or accountancy advice. We are not your accountant or tax adviser. Tax information on the Site (including figures such as the £25,000 distribution threshold in section 1030A of the Corporation Tax Act 2010 and Business Asset Disposal Relief rates) is general information that may change and may apply differently to your situation.
  • Insolvency advice or insolvency services. We are not an insolvency practitioner and we never act as liquidator. Under section 389 of the Insolvency Act 1986, only a licensed Insolvency Practitioner may act as liquidator of a company. Any liquidation is carried out entirely by a licensed practitioner under a separate engagement between that practitioner and your company.
  • A filing agent. We do not file anything with Companies House or HMRC on your behalf. Every filing — including the DS01 application, final accounts, the final Company Tax Return, VAT deregistration and final payroll submissions — is made by you, and statutory responsibility for the accuracy, completeness and timeliness of those filings rests with the company's directors at all times.

If your circumstances are anything other than straightforward — disputed debts, ongoing litigation, complex tax positions, or uncertainty about solvency — you should take advice from a qualified solicitor, accountant or licensed Insolvency Practitioner before acting.

3. Eligibility

In plain English: the Services are for UK limited companies and the people closing them, used for business purposes. You must be a director or otherwise authorised to act for the company.

  • The Services are designed for companies registered at Companies House in the United Kingdom.
  • You must be at least 18 and either a director of the relevant company or authorised by its directors to act in connection with its closure. By purchasing, you confirm this is the case.
  • You use the Services in the course of business, as a director or officer of, or adviser to, a company. They are not supplied to you as a consumer. Where any consumer protection law nonetheless applies to you, nothing in these terms affects rights you have under it that cannot lawfully be excluded.
  • Each Guided Wind-Down purchase covers one company. If you are closing several companies, each needs its own purchase.

4. Your responsibilities

In plain English: give us accurate information, check the documents we generate before you use them, meet your statutory duties, deal with company assets before the company is dissolved, and keep your records afterwards.

You agree to:

  • provide accurate, complete and current information about the company and keep it updated — the plans and documents we generate are only as good as the information you give us;
  • review every generated document before signing or filing it, and satisfy yourself that it is correct for your circumstances;
  • comply with your statutory duties as a director, which remain yours throughout — including, for a strike-off, the duty under the Companies Act 2006 to give a copy of the DS01 application within 7 days to interested parties such as creditors, employees, shareholders and HMRC;
  • deal with the company's assets (including bank balances, refunds due and intellectual property) before it is dissolved — assets still held by a company at dissolution pass to the Crown as bona vacantia, and recovering them afterwards is slow and sometimes impossible;
  • retain the company's business and accounting records for 7 years after dissolution, as required by law.

5. Fees, payment and refunds

In plain English: pay the price shown at checkout. Government fees (like the £13 DS01 fee) are extra and paid by you direct to the relevant body. You can have a full refund within 14 days of purchase as long as we have not yet generated your personalised plan; after that, the work is substantially done and the purchase is non-refundable.

  • Prices. The price for each paid Service is the price displayed at the point of purchase. Where a price is stated as including VAT, it includes VAT at the prevailing rate. Promotional pricing (such as launch offers) applies only while displayed on the Site.
  • Payment. Payment is taken in full at the point of purchase through our payment provider. Access to the paid Service begins once payment has cleared.
  • Government and third-party fees are not included. Fees payable to Companies House (for example, the £13 online fee for a DS01 striking-off application), HMRC, The Gazette or any Insolvency Practitioner are separate, are set by those bodies, and are paid by you directly to them.
  • 14-day goodwill refund. Because the Services are supplied for business purposes, statutory consumer cancellation rights generally do not apply. We nonetheless offer this: if you ask us at hello@winddownhq.com within 14 days of purchase, and we have not yet generated your personalised wind-down plan, we will refund your purchase in full to your original payment method.
  • After plan generation. Once your personalised plan has been generated, the substance of the Service has been delivered and the purchase is non-refundable, except where a refund is required by law or we agree otherwise.
  • The free route check is free. No payment details are required to use it.

6. Insolvency Practitioner referrals — and a disclosure about referral fees

In plain English: if your company needs a formal liquidation, we introduce you to a licensed Insolvency Practitioner. Your contract for the liquidation is with them, not us. We may receive a fee for the introduction, and the practitioner will disclose any such arrangement to you under their professional rules.

  • Where the route check or your circumstances indicate a members' voluntary liquidation or creditors' voluntary liquidation, we may introduce you to one or more licensed Insolvency Practitioners ("IP partners"). Whether you engage them is entirely your choice.
  • Any liquidation is conducted under a separate engagement between your company and the IP, on the IP's own terms and fees. We are not a party to that engagement, we do not supervise the IP's work, and we are not responsible for the services they provide.
  • Referral fee disclosure: we may receive a fee or commission from an IP partner when you engage them following our introduction. IPs are required by their professional standards to disclose referral arrangements to you. If you would like details of any arrangement that applies to your introduction, ask us and we will tell you.
  • We never hold or handle client money, company funds or distributions. In a liquidation, funds are dealt with by the appointed liquidator.

7. Intellectual property

In plain English: we own the Site, the software and the templates. You get a licence to use what we generate for you to wind down your own company. Your information remains yours.

  • The Site, the route-check tool, our software, content, guides, document templates and branding are owned by us or our licensors and are protected by intellectual property rights.
  • When you purchase Guided Wind-Down, we grant you a non-exclusive, non-transferable licence to use the plans and documents generated for you, solely in connection with the winding down of the company named in your purchase. You may not resell, republish or reuse our templates or content for any other purpose, including providing services to third parties.
  • Information you provide to us remains yours. You grant us a licence to use it to provide the Services to you. Our handling of personal data is described in our privacy policy.

8. Acceptable use

In plain English: use the Services honestly and lawfully. Do not use them to mislead Companies House or HMRC, to dodge creditors, or to scrape or break the Site.

You must not:

  • use the Services to prepare or support any filing or statement you know to be false or misleading — knowingly or recklessly delivering false information to Companies House is a criminal offence;
  • use the Services to attempt to dissolve a company in order to evade its debts or defeat the legitimate interests of creditors or employees — if the company cannot pay what it owes, the strike-off route is generally not available to it and you should take advice on a creditors' voluntary liquidation;
  • misuse the Site, including by scraping it, attempting unauthorised access, introducing malicious code, or placing unreasonable load on it;
  • share paid access beyond the company and its officers and advisers, or use one purchase for multiple companies.

We may suspend or terminate access for breach of this section. Statutory protections that creditors and others have around dissolution — including the ability to object to a strike-off and to apply for a company to be restored to the register — are unaffected by anything in these terms.

9. Statutory deadlines, processing times and outcomes

In plain English: our reminders and trackers are aids, not guarantees. The legal deadlines bind you regardless of whether our software reminds you, and we cannot control how long Companies House or HMRC take, or whether anyone objects.

  • The closure process involves statutory deadlines and conditions that apply to your company as a matter of law — for example: a company must not have traded or changed its name in the 3 months before a strike-off application; copies of the DS01 must go to interested parties within 7 days; VAT deregistration must normally be applied for within 30 days of ceasing to make taxable supplies. These obligations bind you whether or not the Services remind you of them. Our deadline tracking is provided as a convenience, and we do not accept responsibility for any deadline you miss.
  • We do not control Companies House, HMRC or The Gazette. A voluntary strike-off realistically takes around three months at minimum, including the roughly two-month objection window that follows the first Gazette notice, and can take longer. We make no promises about processing times.
  • We do not guarantee any outcome — including that a strike-off application will be accepted, that no one will object, that the company will be dissolved by any particular date, or that any particular tax treatment (including capital treatment of distributions or any relief) will apply. Tax law and government fees change; figures quoted on the Site are accurate to the best of our knowledge at the date stated but may be out of date by the time you rely on them.

10. Our liability

In plain English: if we get something wrong, our liability to you is capped at what you paid us in the previous 12 months. We are not liable for indirect losses. Nothing in these terms excludes liability that cannot legally be excluded, such as for fraud.

  • Nothing in these terms excludes or limits our liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot be excluded or limited under the law of England and Wales.
  • Subject to that, our total aggregate liability to you and the company, however arising (including in contract, tort, negligence or otherwise) in connection with the Services, is limited to the total fees you have paid us in the 12 months before the event giving rise to the claim. For the free route check, where you have paid us nothing, our liability is limited accordingly.
  • Subject to the first bullet, we are not liable for: loss of profit, revenue, business or goodwill; indirect or consequential loss; losses arising from inaccurate or incomplete information you provide; losses arising from filings you make or fail to make; penalties, interest or tax charges levied by HMRC or Companies House; the acts or omissions of any Insolvency Practitioner or other third party; or assets passing to the Crown as bona vacantia.
  • We are not responsible for delays or failures caused by events outside our reasonable control.

11. Changes to the Services and to these terms

In plain English: we may improve or change the Services, and we may update these terms. The terms in force when you bought a paid product keep governing that purchase.

  • We may change, suspend or withdraw parts of the Services, and may update content to reflect changes in law, fees and practice. Where a change materially reduces a paid Service you have already purchased, we will tell you and, if you are materially disadvantaged, offer a proportionate remedy.
  • We may update these terms from time to time. The current version will always be at winddownhq.com/terms with its effective date. Material changes will be flagged on the Site or by email. Your continued use of the Services after a change takes effect constitutes acceptance; a paid purchase remains governed by the terms in force at the time of purchase.

12. General

In plain English: the usual housekeeping — these terms are the whole agreement, invalid bits get severed, and only you and we can enforce them.

  • These terms, together with our privacy policy and anything expressly incorporated at the point of purchase, are the entire agreement between us in relation to the Services.
  • If any provision of these terms is found invalid or unenforceable, the remainder continues in full force.
  • A failure by either of us to enforce a right is not a waiver of that right.
  • You may not assign or transfer your rights under these terms without our written consent. We may assign ours to a successor of our business on notice to you.
  • These terms do not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 for anyone other than you and us.

13. Governing law and jurisdiction

In plain English: English law applies, and disputes go to the courts of England and Wales.

These terms, their subject matter and formation, and any non-contractual obligations arising out of or in connection with them, are governed by the law of England and Wales. The courts of England and Wales have exclusive jurisdiction over any dispute or claim arising out of or in connection with these terms or the Services.

14. Questions

If anything in these terms is unclear, write to us at hello@winddownhq.com and we will give you a straight answer. And if you are simply trying to work out whether your company can be struck off at all, you do not need to agree to anything beyond these terms or pay anyone anything to find out — the free route check at /check will tell you in a few minutes.