Insolvency Solicitors Suffolk – Latest case on move from administration to liquidation and validity of appointments

John Bradshaw

‘The High Court has handed down the latest decision regarding the validity of the appointment of a company’s Joint Administrators as subsequent Joint Liquidators pursuant to paragraph 83 of Schedule B1 where there was an issue as to the timing of the Filing of Form 2.34B with the Registrar of Companies.  In Property Professionals + Limited [2013] EWHC 1903 (Ch), the High Court (Judge Purle QC) followed the obiter comments in Globespan Airways Ltd (In Liquidation), Re [2012] EWCA Civ 1159 in finding that the timing of the appointment of the Joint Administrators should be calculated from the actual time on the date of appointment and that accordingly at the time that the company’s Joint Administrators first sent and the Registrar of Companies first received the Form 2.34B the Joint Administrators were still in office.

Notwithstanding that the Form 2.34B was returned by the Registrar of Companies due to purportedly missing information (the Joint Liquidator’s addresses which appeared elsewhere on the Form 2.34B)  and then resubmitted by the Joint Administrators after the anniversary of their appointment, their appointment as Joint Liquidators of the company was nevertheless effective with the period of Administration being impliedly extended to the moment of registration.  Judge Purle QC additionally expressed the view that applying Nygate v E-Squared Ltd [2006] EWHC 532(Ch) , even if that conclusion was wrong, it was sufficient for the Form 2.34B to be completed and sent prior to expiry of the Joint Administrators’ appointment even if that appointment expired before receipt by the Registrar of Companies.’

John Bradshaw is an Insolvency & Business Recovery solicitor at Barker Gotelee, solicitors in Ipswich

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