Can a defunct company effectively sue me?

[colinhughes23]

A company called TCA Financial Limited was being struck off for non compliance as they have very overdue accounts and post to the registered address was being returned.

Subsequently an objection to the striking off was made.

I was then notified that an unhonoured agreement I feel I was mislead into making with them in August 2008 (I did not pay and they did not provide the services) has been transferred to a new entity (after the proposed striking off). This new entity is now taking me to court for failing to pay.

Is there any scope to question the legaility of the transfer of the agreement given that the company was failing to comply with companies house rules?

Can someone set up a company, never file any accounts and then start suing people? Please get in touch if you need any further information. All advice appreciated.

 

[thevaliant]

I'm no expert, but surely you have a contract in your respective names.

EG: Mr Bloggs agrees to buy from TCA Financial Limited.

I think two defences will be:
1. TCA Financial never provided the contracted service AND
2. I (Mr. Bloggs) did not agree to transfer my contract in any event

Personally, I think (1) is the winner though.

 

[Geoff T]

While I agree with option 1 above, it will depend entirely upon the terms of that agreement you mentioned.

If there is nothing set out in it, then the agreement would probably count as a transferable asset bought by new entity from the old...

The agreement's terms will also determine whether the new entity has a case or not, and/or whether you have more than one defence...or not...

 

[ald1]

You can (and should) question how the agreement was transferred to the new company. There may well be the possibility of challenging the transfer.

Apart from the merits of any legal arguments, you can in some cases apply for a court order that the company suing you provides security for your legal costs. This would mean that if you win the case and are awarded your costs, you will get those costs paid rather than risk the company going under and owing you more money. Send me a pm if need further details about this.

 

[colinhughes23]

One of the main themes of my defence will be that I never received anything from them, so why should I pay, they never incurred any costs.

However is this in itself enough?

There is a clause in the contract where I agreed there was no misrepresentation (which there was - but only realised afterward) which I now find is not a valid clause as its in breach of the Unfair Contract Terms Act 1977.

Also the company that was supposed to be providing me with training and trading facilities was not FSA registered. All in all its a rather terrible situation, but I need some cast iron defences or I could end up with a CCJ or having to hand over my life savings to these conmen.

 

[colinhughes23]

If anyone would like to read the agreement, please find a copy identical to what I signed here:
scribd . com/doc/19034041/TCA-Agreement

I feel I was mislead into signing (verbally) and I then did cancel (verbally) before paying and never received any training or facilities from the company however I do not want this to be my sole defence.

In addition thanks to some google adverts and the TCA Scam Blog I know I am one of 32 people affected by this company, so any help will be benefiting all 32 of us!

 

[Robert Wheeler]

Did you actually put pen to paper?

 

[colinhughes23]

If I could go back in time and shoot my own brains out instead of signing with them then I would do, but regetably I did sign.

I refuse to accept tho that by signing that is it. I was mislead, tried to cancel (verbally), never received anyhting, they were not FSA registered so could not legally provide trading facililties (the training should have progressed to live trading), they were kicked out of thier offices for non payment of rent (probably why they've hived the agreements off to a new entity). Other people are accusing them or altering contracts after they've been signed and all sorts of nonsense.

I am probably starting to sound like a crazy person, but accumulated sleep deprevation through late nights spent on the companies house website and reading through the entire supply of goods and services act 1982 (among other laws) is driving me insane.

 

[mahutchinson]

It depends what you mean by transferred after the proposed striking off. A company submitting a striking off application is not allowed to get involved in any trading activity subsequently. If they assigned the contract that could be argued as an action simply tidying up the company's business but if you mean it was executed after the company was struck off then it would be unenforceable as no-one would be able to sign on behalf of the dissolved company. In any case, I don't see how either the old or new company can enforce the contract unilaterally - they have not provided the services.

 

[colinhughes23]

I don't know if it makes any difference, but the company did not apply to be struck off.... they were being struck off for non compliance. Not filing their returns and not providing a valid address at companies house.

Its not struck off yet though as someone has registered an objection (the company to whom they owe rent).