Limited Company de-registered being sued!

[Howard]

In October 2006 I decided that my Limited Company just wasn't paying its way (last invoice was in July 2006) so I decided, with £57.00 left in the account, to have it removed from the register with a little help from my accountant.

I was hoping not to have my Yr04-05 figures audited which would have been expensive, so I spoke to my I.R. tax officer who said he just needed to see a profits and loss statement for the last two years of trading to satisfy himself there was nothing he needed to be concerned about. I asked my accountant to forward him the relevant spreadsheets via e.mail and specifically said, (by e.mail) 'Don't do a full audit'.

The company was struck off in June 2007 after the notice was published in the London Gazette etc. However in January 2007 the Limited Company received an invoice from my accountant for £998.75 for preparing and submitting a full set of accounts for my penultimate year, presumably in the full knowledge that the company was about to be struck off.

So the Limited Company which has ceased trading, has no officers, trading address, assets or money has just received a letter from his solicitors demanding full payment within 7 days or else!

I think my accountant should be paid something for helping wind up the company and I can hopefully agree something with him, but the Limited Company isn't in a position to do anything about the claim for £998.75. Neither am I at the moment.

The question is, am I as an ex-director still personally liable for anything?

[Pineway]

Hi

This really depends on the contract between you and your accountant.

Why they sent a invoice to your old company knowing full well that you have had it removed from companies house is not really that smart.

From the company aspect, there is nothing the accountant can do about his invoice to the company without first obtaining an order to reinstate the company.

However there would need to be evidence for the court to allow this and if you informed the accountants what your plans where before the invoice date then I don’t believe the judge would grant the order.

From a personal point of view, if it is not within the contract that both director and company are liable for fees then there is nothing they can do.

If however there is then you may well be liable for the debt.

To be fair, if there was £57k in the account before closing the company and you instructed the accountant to do work for you, then you should have been fully aware that you would be invoiced for there time of which should have been paid from that £57k.

My advice would be to reed the contract and if you (Director) are not liable, inform the accountant that you do not accept the responsibility and should you get letters from his solicitor that you will charge them for your time replying to there letters.

Doing the above, you may not hear from them any more.

Regards

Dave

[tkessex]

Was there £57 left in the account, or £57k?

Either way, as Pineay says, your contract will hold all of the answers, but if you did only have £57 in your account when the company was de-registered the accountant has been incredibly stupid.

[Howard]

Yes, the sum left in the account WAS just 57 quid! And there was no written contract between the old Ltd. Co. and the accountant whatsoever. They were fully aware of my intentions before the invoice date because they were the ones dealing with Companies house and the tax man to have the company de-registered!

Thankyou very much for your replies, I just needed re-assurance from someone else that they were being a bit stupid before making contact with either ex-accountant or their solicitor.

However I still feel quilty that my accountant hasn't been paid for the other small amount of work done in helping to dissolve the company, so if I -personally and not as an officer of the defunct company - offer to pay some fees (but not for the unwanted audit) do I place myself at risk of any further litigation?

Thanks again
Howard

[Pineway]

Making a payment admits liability?

Regards

Dave