no directors in place what happens in legal matter

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Philipmcg

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Nov 14, 2022
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  • #1
    hi i resigned as director of ltd company due to a company going into liquidation owing us money - my health went downhill i just wasn't able to continue on. I was able to pay all debts . filed for voluntary strike off but the company that is taking us to court put an objection in. can a case still be taken to court if there are no company directors and non trading. no money in the company. there will be no company representative in court . does anyone have any info on this situation.
     
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    Philipmcg

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    Nov 14, 2022
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  • #4
    chris no i was able to resign as my health not good and i no longer able to fulfill my duties as director. the company was in huge loss due to company that owed us money went into liquidation. i paid creditors its just the company that is taking the business to court objected to strike off. but i don't know how can a case proceed with no directors, no representative of the company going to be there. i am no longer director so i can't do anything.
     
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    Philipmcg

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    Nov 14, 2022
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  • #5
    companies house allowed me to remove myself as the only director in July. the registered address is elsewhere so i don't know if companies house has sent letters etc as i don't have anything to do with company. i am just concerned regarding the pending court case. can a case still proceed against the company with no representatives
     
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    dylanmarlais

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    Mar 9, 2008
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  • #6
    Philipmcg said:
    hi i resigned as director of ltd company due to a company going into liquidation owing us money - my health went downhill i just wasn't able to continue on. I was able to pay all debts . filed for voluntary strike off but the company that is taking us to court put an objection in. can a case still be taken to court if there are no company directors and non trading. no money in the company. there will be no company representative in court . does anyone have any info on this situation.
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    You are no longer a director. Even if you were, the debt is the debt of the company and not your debt. The claimant will be very unlikely to commence proceedings as the company has no money. It could put the company into liquidation and the liquidator could review what has happened and try to recover sums from you. This depends on whether there have been any “transactions at an undervalue”. However, if there is no money in the company, there is no money to pay the liquidator.
     
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    Ozzy

    Ozzy

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  • #7
    There is a difference between what the law states and what Companies House allows to happen.

    To put this into context, Companies House will allow you to appoint a fictional character like Donald Duck to Mickey Mouse (literally a cartoon character) as a director as a company. That is against the law though.

    It is against the law for a company to have now director, the shareholders must appoint a new director and not leave the company without a director.
     
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    dylanmarlais

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  • #8
    Philipmcg said:
    hi i resigned as director of ltd company due to a company going into liquidation owing us money - my health went downhill i just wasn't able to continue on. I was able to pay all debts . filed for voluntary strike off but the company that is taking us to court put an objection in. can a case still be taken to court if there are no company directors and non trading. no money in the company. there will be no company representative in court . does anyone have any info on this situation.
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    When a sole director resigns, Companies House will inform the company that it must appoint a new director, and typically give a deadline. If the company fails to do this, the company will be struck off.
     
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    dylanmarlais

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  • #9
    Ozzy said:
    There is a difference between what the law states and what Companies House allows to happen.

    To put this into context, Companies House will allow you to appoint a fictional character like Donald Duck to Mickey Mouse (literally a cartoon character) as a director as a company. That is against the law though.

    It is against the law for a company to have now director, the shareholders must appoint a new director and not leave the company without a director.
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    And what if they don't? When a sole director resigns, Companies House will inform the company that it must appoint a new director, and typically give a deadline. If the company fails to do this, the company will be struck off.
     
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    Gyumri

    Gyumri

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  • #10
    The pedantics is apparently that the Secretary of State can oblige the shareholders to appoint a director but there doesn't seem to be any penalty under the Companies Act if they don't.

    There must be some case law that will shed some light on the matter so perhaps one of the insolvency bods can comment.

    As for the court case that isn't going to get very far if there is no one to speak on behalf of the company.

    The court can join another party to the action if deemed necessary, but it's unlikely to want to get involved.
     
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    Newchodge

    Newchodge

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  • #11
    Philipmcg said:
    hi i resigned as director of ltd company due to a company going into liquidation owing us money - my health went downhill i just wasn't able to continue on. I was able to pay all debts . filed for voluntary strike off but the company that is taking us to court put an objection in. can a case still be taken to court if there are no company directors and non trading. no money in the company. there will be no company representative in court . does anyone have any info on this situation.
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    Yes. The company will not issue a defence, because there is no director to issue a efence, so a default judgment will be issued. Then the creditor will have a CCJ which will be worthless as there is no money in the company and no director to authorise payment of anything to them. If there are any tangible assests, bailiffs may remove them.

    Forget about it and move on.
     
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