Claiming Money or Assets
If a company owes you money and has dissolved, you may claim money back by getting a court order to restore the company. Complete form N208 and send to the former registered address. You can also claim money or buy assets from the dissolved company. Your options are:
- Get a court order to restore the company – if owed money.
- Buy or claim assets – if affected by the closure.
- Apply for a grant – if a shareholder.
To choose a dispute resolution process, determine your goals, the nature of the dispute, and the interests of the parties involved. If a company is dissolved and still owes money, debts must still be repaid. Members’ Voluntary Liquidation ensures creditors are repaid. If money is still owed, seek legal advice on claiming from a dissolved company.
Bank Accounts and Unknown Creditors
What Happens to Bank Accounts?
When a company is dissolved, its bank account is frozen, and any money in the account passes to the Crown. The company’s assets also belong to the Crown. To claim money back from a dissolved company, you can:
- Get a court order to restore it.
- Buy or claim its assets if affected by the closure.
Unknown creditors are those not identified during the dissolution of a business.
Involuntary and Voluntary Dissolution
A company can’t trade after being dissolved, but some may continue using its name misleadingly. Involuntary dissolution can occur if a company fails to meet filing requirements. Voluntary dissolution typically takes around three months and requires the company to have not traded recently, nor be in any legal proceedings or liquidation.
Shareholder Rights and Legal Obligations
When a company dissolves, shareholders may receive any remaining assets after debts are paid. A receiver or trustee may wind up the company until all claims are resolved.
Legal and Financial Consequences
After dissolution, a company must liquidate its assets. Liquidated assets may include cash, accounts receivable, inventory, equipment, and prepaid expenses. If assets are distributed improperly and a creditor is unpaid, they may pursue legal action. Directors should ensure all assets pass to the Crown as ‘bona vacantia.’
The Registrar of Companies can strike off a company for failing to comply with legal obligations, or a company can dissolve after formal liquidation. It’s typically best to learn how to dissolve a corporation properly since any mishandling can result in personal liability for debts.
If there’s a potential claim post-dissolution, set aside a contingency fund rather than distributing assets. If directors are considering voluntary dissolution, they must distribute assets properly, update tax positions, confirm the ability to pay debts, and then close the business within three months.
Directors’ Risks and Responsibilities
Misconduct by directors of dissolved companies can lead to investigations and potential disqualification for up to 15 years. Accusations of misconduct might arise if a company is dissolved with outstanding debts knowingly.
The trustee of a dissolved corporation is responsible for notifying creditors of the dissolution and the effect it might have on their debts.