29th June 2015
Last chance saloon to re-claim assets: Does your old company need restoring?
If you believe a company in which you have an interest might have dissolved whilst owning assets, you need to be aware of an important deadline, because if action is not taken soon the chance will be lost to re-claim the assets.
When a company is dissolved it is removed from the Register of Companies. Any property belonging to the company when it is dissolved passes to the Crown (known as bona vacantia). If the asset is to be recovered from the Crown, in many cases the company has first to be restored to the Register. This requires an application to the Court.
The approaching deadline relates to companies that were dissolved under certain provisions of the Companies Act 1985 between October 1995 and 30 September 2007. An application to restore such a company might well be barred if proceedings have not been issued before 1 October 2015.
We have recently assisted a client with the restoration of group companies. The matter was complicated by the need for the dissolved parent company to be restored, so it could be party to the application to restore the relevant dissolved subsidiary. In an internal group re-organisation, a property had mistakenly not been included in the transfer of a portfolio of properties to another group entity. The company was then dissolved still holding title to the property concerned. The restoration was required so the property could be transferred to its intended destination in the group. That worked because the application was made before October this year.
Any interested party who is entitled to bring a claim for the restoration of a company to which the deadline of 1 October 2015 applies however, will lose that right if action is not commenced before that date. Preparation will also be required to bring the claim. Therefore, if a company was dissolved between October 1995 and September 2007 and needs restoring, now is the time to act.
If a claim is not brought by 1 October 2015, you may well be unable to recover property which has passed to the Crown bona vacantia. The Chancellor of the Exchequer will no doubt be delighted because in such cases, if this deadline is missed, the only way to acquire the assets will be to negotiate a sale from the Crown.
If you require any assistance with applications to restore companies, please contact Stephen Cole on 01604 233233 or click here to email Stephen. Please visit our Insolvency and Corporate Recovery page for more information.