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Since
the introduction of the Insolvency Act 1986, the
CVL has been the most widely
used procedure for the liquidation of an insolvent
company. It provides directors with an opportunity
to explain their actions by preparing a written
report to creditors, and enables shareholders
to nominate a Liquidator of their own choice,
subject to the creditors' ability to have that
Liquidator replaced by their own nominee. Where
necessary, appointment of a Liquidator can be
done quite quickly in order to protect assets
from creditor enforcement action. |
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The
Liquidator's appointment is finalized at a meeting
of creditors, normally held after a meeting of
shareholders. The creditors can appoint a Liquidation
Committee to assist and advise the Liquidator.
A specific resolution regarding how the Liquidator
should be remunerated is proposed.
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The
Liquidator's role is primarily to realize the
assets of the company and to distribute funds to
creditors in statutory order of priority. The
Liquidator also has a duty to investigate the
affairs of the company and to report to the Department
of Trade and Industry under the Company Directors
Disqualification Act 1986 as regards specified
types of misconduct by the directors. In appropriate
cases, the DTI may then issue proceedings to have
directors disqualified. The Liquidator also has
significant powers to issue proceedings against
directors for compensation for losses caused by
fraudulent or wrongful trading, or by preference,
and also generally for recovery of assets.
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The
CVL can sometimes be perfectly legally used in
conjunction with rescue of the business. Where circumstances
permit, trading can continue
until after the creditors meeting by means of
a Caretaker Agreement with a prospective purchaser,
and the business and assets can be sold by the liquidator at arms length to that
or another purchaser. By this means employment
and asset value can be safeguarded, and dividends
to creditors maximized. The strict policy of IP
Services is to sell assets for open market valuation,
as determined by independent professional valuers,
and to consult relevant classes
of creditors. Specific additional safeguards apply
to purchases by directors or associated parties. |
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This
information is written in general terms and cannot
be fully comprehensive. Its application to particular
circumstances will depend on specific facts. The
views and suggestions set out are not intended
to constitute professional advice or to be a substitute
for specific advice. |
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IP Services Ltd
Registered in England No. 03602204
Director: Peter O'Duffy F.C.C.A. R3
Licensed in the United Kingdom by ACCA, 29
Lincolns Inn Fields, London WC2A 3EE
Address & Registered Office: 9 Woodhill Road, Portishead,
BS20 7EU
V.A.T. Registration No: 728812614 |
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