Sofas UK Limited In Liquidation

Transcription

1 Sofas UK Limited In Liquidation For the period from 16 February 2015 to 15 February /04/2016 Our ref: RW/MH/CB

2 To all known members and creditors 11 April 2016 Dear Sir/Madam Sofas UK Limited in creditors voluntary liquidation ( the Company ) Formerly trading from: Old Square, D Building, Cheney Manor Trading Estate, Swindon, Wiltshere, SN2 2QG This is our fourth annual and draft final progress report to members and all known creditors in the above liquidation for the period 16 February 2015 to 15 February If you have any queries in connection with this report, please contact David Baillie on Yours faithfully Rachael Wilkinson Joint Liquidator Rachael Wilkinson and Rob Lewis have been appointed as joint liquidators of Sofas UK Limited. Rachael Wilkinson and Rob Lewis are licensed in the United Kingdom to act as Insolvency Practitioners by the Institute of Chartered Accountants in England and Wales. The joint liquidators are bound by the Insolvency Code of Ethics which can be found at: The joint liquidators are Data Controllers of personal data as defined by the Data Protection Act PricewaterhouseCoopers LLP will act as Data Processor on their instructions. Personal data will be kept secure and processed only for matters relating to the liquidation. Sofas UK Limited In Liquidation 2

3 Definitions used in this report Definition used the Company the liquidators we our joint liquidators ICAEW Term Sofas UK Limited Rachael Wilkinson and Rob Lewis Institute of Chartered Accountants in England and Wales Sofas UK Limited In Liquidation 3

4 Table of contents 1. Introduction Why we re sending you this report Change of liquidator Dividends paid 5 2. Progress made during the period Assets realisations Assets not specifically pledged to creditors Statutory and compliance Directors conduct Outstanding Matters 6 3. Outcome for creditors Secured creditors Preferential creditors (mainly employees) Unsecured creditors 7 4. Liquidators fees and other financial information Our fees Our disbursements Creditors rights Receipts and payments account Statement of expenses accrued and unpaid at 15 February Final meetings of members and creditors 9 Appendix A. - Statutory and other information 11 Appendix B. - Receipts and payments account for the period 16 February 2015 to 15 February Appendix C. - Details of our remuneration and disbursements and other professional costs 13 Appendix D. - Statement of expenses accrued and unpaid as at 15 February

5 1. Introduction 1.1. Why we re sending you this report This is our fourth annual and draft final progress report to members and creditors. It will help if you read this alongside our previous progress reports which can be found on our website: This report provides a summary of: The steps taken during the fourth year of the liquidation; Outstanding matters; and The final outcome of the liquidation for unsecured creditors. In Section 2 we provide more detailed information on what we ve been doing during the period covered by this report and in Section 3 we provide information regarding the final outcome for creditors. By law, we have to give you certain statutory information; this is included in Appendix A Change of liquidator Stuart Maddison, one of the previous joint liquidators, has left the firm. To ensure that outstanding issues in the liquidation continue to be pursued, an application was made to the Court to remove him and appoint Rachael Wilkinson as liquidator. Rachael Wilkinson is licensed in the United Kingdom to act as an insolvency practitioner by the Institute of Chartered Accountants in England and Wales. The application was granted and so Rachael Wilkinson replaced Stuart Maddison as joint liquidator with effect from 30 June Stuart Maddison was released from all liability in respect of his conduct as liquidator with effect from 28 August Dividends paid For preferential creditors: i.e. former employees (for unpaid wages up to 800 and holiday pay only) and unpaid pension contributions in certain circumstances: % Recovery Total amount paid Paid: 100 % 115 For unsecured creditors: i.e. all other creditors who are neither secured nor preferential: Last report (estimate): 4.40% Paid: 4.28 % 907,665* * Monies relating to uncashed dividend cheques will be paid to the Crown (Bona Vacantia) or to the Insolvency Services Account (ISA), as appropriate. Sofas UK Limited In Liquidation 5

6 2. Progress made during the period 2.1. Assets realisations We ve realised the Company s assets as follows:- Assets not specifically pledged to creditors Actual realisations Administration surplus Finance agreements Rental debtors HSBC Merchant Services Collateral Account Administration VAT reclaim Contribution to legal costs Rates refunds Interest and other refunds 1,005,348 54, , ,749* 15,000 41,417 3,394 1,339,749 * This amount was stated as 211,988 in previous progress reports but included a VAT reclaim amount of 28,239 which related to the liquidation and as a consequence, it has been amended accordingly Assets not specifically pledged to creditors The vast majority of the Company s assets were realised in periods pre-dating this report. For further details, please refer to our previous liquidation progress reports Statutory and compliance In the period covered by this report, we have prepared and submitted an annual report to all known creditors and also prepared the Liquidators statement of receipts and payments and submitted it to the Registrar of Companies. We will move to end the liquidation once the necessary tax clearances have been received from HMRC and our case closure procedures have been completed Directors conduct One of our duties has been to look the actions of the Company s directors before it went into liquidation and during administration and consider any points raised by creditors. The liquidation committee also wanted us to look at certain matters and we ve reported back to them regarding same. We ve finished our work on these matters and have complied with our obligation to submit a return or report to the Secretary of State Outstanding Matters The remaining matters in the liquidation are to draw our liquidators fees and pay the unpaid expenses as detailed in Appendix D. We will seek a final VAT refund from HMRC in respect of payments made in the liquidation. Sofas UK Limited In Liquidation 6

7 3. Outcome for creditors 3.1. Secured creditors There are no secured creditors in the liquidation Preferential creditors (mainly employees) The only preferential claim received in the liquidation was from the Redundancy Payments Office and was agreed at 115. A first and final dividend of 100 pence in the was paid in March Unsecured creditors The unsecured creditors listed on the statement of affairs provided by the directors totalled 20,393,472. We admitted 536 claims totalling 21,206, A second and final dividend of 516,535 was paid during the period covered by this report. There are no provisions for unsettled claims and there will be no further dividend payments. The total dividend paid to unsecured creditors was 907,665 which represents a return of 4.28p in the regarding each creditor s total admitted claim. Monies relating to uncashed dividend cheques will be paid to the Crown (Bona Vacantia) or to the Insolvency Services Account (ISA), as appropriate. Sofas UK Limited In Liquidation 7

8 4. Liquidators fees and other financial information 4.1. Our fees You may recall that the administrators remuneration had been approved by the creditors committee on the basis of a fixed fee of 650,000 plus a contingent fee based upon 50% of gross realisations above 2.26m. Based on gross realisations of 2.6m, further administrators remuneration of 174,000 was paid in the liquidation. No further remuneration was payable to the administrators. In accordance with further approval received from the liquidation committee on 8 August 2012, the liquidators remuneration for dealing with the matters arising in the liquidation was fixed at 75,000 plus disbursements and VAT. The liquidators will draw this remuneration shortly. As detailed in our last report, time costs were significantly in excess of the fixed fee approved by the liquidation committee. In accordance with Statement of Insolvency Practice 9, we have not provided a similar analysis of time costs for this period, however we have enclosed at Appendix B a narrative detailing the work done during the period of the report. Further details of our fees, together with details of work that we would normally do but has been subcontracted in the period are included in Appendix C Our disbursements We ve incurred disbursements of 1,493 during the period 16 February 2015 to 15 February 2016 and we ve drawn none of these to date. We may not draw all our disbursements depending on the funds available to meet them. Further details are provided in Appendix C Creditors rights Creditors have the right to ask for more information within 21 days of receiving this report as set out in Rule 4.49E of the Rules. Any request must be in writing. Creditors can also challenge the liquidators fees and expenses within eight weeks of receiving this report as set out in Rule of the Rules. This information can also be found in the guide to fees at: %20liquidators%20fees%20final.ashx You can ask for a copy free of charge by calling David Baillie on Receipts and payments account A receipts and payments account for the period 16 February 2015 to 15 February 2016 is provided in Appendix B. This also sets out the estimated final outcome for the liquidation Statement of expenses accrued and unpaid at 15 February 2016 A statement of expenses accrued and unpaid at 15 February 2016 is provided in Appendix D. Sofas UK Limited In Liquidation 8

9 5. Final meetings of members and creditors The work we need to do has now almost finished and we re required to hold final meetings of members and creditors. Attached to this report is a notice of these meetings and a proxy form. The purpose of the meetings is to present this report and for the creditors to consider our release. No formal resolutions will be considered but creditors may propose a resolution against our release. If there is no such resolution, we ll automatically be released from liability in respect of our actions undertaken as liquidators. If you require further explanation of any aspects of this report, but don t wish to attend the meeting, please contact David Baillie by (david.j.baillie@uk.pwc.com), telephone ( ) or in writing (Sofas UK Ltd in liquidation, c/o PwC LLP, Waterfront Plaza, 8 Laganbank Road, Belfast, BT1 3LR) If you wish to attend the meeting, please telephone David Baillie so that arrangements can be made. We must have regard to the convenience of creditors when convening any general meeting. From experience, creditors don t often attend such meetings and so this meeting is being convened at our Leeds office (PwC LLP, Benson House, 33 Wellington Street, Leeds, LS1 4JP) in order to reduce costs. If you wish to attend the meeting but think the venue is inconvenient, it can be reconvened at an agreed venue if you contact us within the next 7 days. This is to ensure all other creditors can be told about the revised arrangements. If you want to propose a resolution against our release the following paragraphs will apply: Individual creditors (i.e. not limited companies): You can vote by simply attending the meeting, provided a proof of debt has been lodged at the address stated in the notice of the meeting before noon on the working day before the meeting. If you don t attend the meeting you may complete a proxy form to nominate: someone else to attend and vote for you; or the chair to vote on your behalf. The proxy form needs to be signed by you. Limited companies: A company is not physically able to attend meetings, so it must appoint someone to attend on its behalf by: completing and returning a proxy form (even if you re a director); or producing at the meeting a sealed or certified copy of a board resolution authorising you to represent that company at the meeting. A company can also complete and return a proxy form to nominate: someone else to attend and vote as its representative; or the chair to vote as its representative. The proxy form needs to be signed by someone authorised to sign on behalf of that company and the nature of that person's authority should be stated. A proof of debt also needs to be lodged at the address stated in the notice of the meeting before noon on the working day before the meeting. Sofas UK Limited In Liquidation 9

10 Important information if you are submitting a proxy: A proxy holder can vote either on your instruction or at their discretion as indicated on the completed proxy form. The proxy form must be lodged at the address stated in the notice of the meeting before noon on the working day before the meeting. Sofas UK Limited In Liquidation 10

11 Appendix A. - Statutory and other information Name of company: Sofas UK Limited Registered number: Registered office: Former trading address: Names of liquidators and their addresses: c/o PwC LLP, Benson House, 33 Wellington Street, Leeds, LS1 4JP Old Square, D Building, Cheney Manor Trading Estate, Swindon, Wiltshire, SN2 2QG Rachael Wilkinson Rob Lewis c/o PwC LLP c/o PwC LLP One Reading Central 7 More London 23 Forbury Road Riverside Reading London Berkshire SE1 2RT BG1 3JH Date of liquidators appointment: Rob Lewis: 16 February 2012 Rachael Wilkinson: 30 June 2015 Details of change in liquidators: Rachael Wilkinson replaced Stuart Maddison on 30 June 2015 Details of prior administration: Stuart Maddison and Rob Lewis appointed 30 March 2011 Ceased to act as administrators on 16 February 2012 Total dividend paid to preferential creditors: Total dividend paid to unsecured creditors: The European Regulation on Insolvency Proceedings (Council Regulation(EC) No. 1346/2000 of 29 May 2000): 100p in paid 4.28p in paid (Final) The European Regulation on Insolvency Proceedings applies to this Administration and the proceedings are main proceedings Sofas UK Limited In Liquidation 11

12 Appendix B. - Receipts and payments account for the period 16 February 2015 to 15 February 2016 Receipts Per previous report 16 February 2012 to 15 February February 2015 to 15 February 2016 As at 15 February 2016 Estimated future costs to complete Estimated Outcome Administration surplus 1,005,348-1,005,348-1,005,348 Finance Agreements 54,488-54,488-54,488 Rental Debtors HSBC Merchant Services Collateral Account 36,115-36,115-36,115 Administration VAT reclaim 183, , ,749 Contribution to legal costs 15,000-15,000-15,000 Rates Refund 41,417-41,417-41,417 Interest and sundry refunds 3, ,394-3,394 VAT received 7,266-7,266-7,266 VAT receivable/(payable) 27,221-27,221 27,234 54,455 1,374, ,374,236 27,234 1,401,470 Payments Statutory advertising Administrators' remuneration (combination of fixed fees and 174, , ,000 percentage of realisations) Liquidators' remuneration (fixed fee) ,000 75,000 Agents' Fees 67,619-67,619-67,619 Legal fees and disbursements 13,627-13,627-13,627 Storage 5,566 1,952 7,518 4,163 11,681 Insurance Rates 48,089-48,089-48,089 Security Postage 3,031-3,031-3,031 Photocopying Telephone Travel 2,909-2,909-2,909 Company search fee Finance charges 15,000-15,000-15,000 Bank charges Corporation Tax 18,930-18,930-18,930 VAT paid 45, ,888 15,833 61, ,949 2, ,395 95, ,689 Available to preferential creditors 978,181 (2,340) 975,841 (68,060) 907,781 Payment of preferential creditor (100p in ) (115) 0 (115) 0 (115) Available to unsecured creditors 978,066 (2,340) 975,726 (68,060) 907,665 First and interim dividend (391,130) 0 (391,130) 0 (391,130) First interim catchup and second and final dividend 0 (516,535) (516,535) 0 (516,535) Funds in hand 586,935 (518,875) 68,060 (68,060) 0 Sofas UK Limited In Liquidation 12

13 Appendix C. - Details of our remuneration and disbursements and other professional costs Background This section sets out the process that was established for setting and monitoring the Liquidators remuneration. The basis of our fees and certain disbursements was agreed by the liquidation committee on 8 August The basis of our fees is a fixed fee of 75,000. Details of amounts we have drawn can be found in Section 4. Other professional advisors we ve used No work has or will be subcontracted in the liquidation. Narrative of key areas of work carried out for the period 16 February 2015 to 15 February 2016 There are a number of distinct work streams within the work we have performed. It should be noted that individuals will have worked in more than one area. The activities of these work streams are summarised below: Area of work Activities completed Statutory and compliance Preparation and submission of an annual report to all known creditors; Preparation of liquidator s statement of receipts and payments and submission to the Registrar of Companies; and Reviews of the adequacy of the liquidators bonding. Accounting and treasury Management of funds held, processing of receipts and payments, undertaking bank reconciliations. Tax and VAT Submission of a VAT reclaim to HMRC Creditor claims and Calculation of unsecured creditor claims; distribution Liaison with unsecured creditors for claims agreement; and Preparation and payment of the final distribution to unsecured creditors. Closure procedures Requesting tax clearances from HMRC Our relationships We have had no business or personal relationships with the parties who approve our fees or who provide services to the liquidation where the relationship could give rise to a conflict of interest. Payments to associates We have not made any payments to associates in the period covered by this report Sofas UK Limited In Liquidation 13

14 Disbursements for services provided by our firm (Category 2 disbursements) We don t need to get approval to draw disbursements unless they are for shared or allocated services provided by our own firm, including room hire, document storage, photocopying and communication facilities. These types of expense are called Category 2 disbursements and they must be directly incurred on the case, subject to a reasonable method of calculation and allocation and approved by the same party who approved our fees. Our expenses policy allows for all properly incurred expenses to be recharged to the case. The following category 2 disbursements rates were approved by the liquidation committee on 23 March 2012: Photocopying At 3 pence per sheet copied, only charged for circulars to creditors and other bulk copying. Mileage At a maximum of 67 pence per mile (up to 2,000cc) or 80 pence per mile (over 2,000cc). No Category 2 disbursements arose in the period covered by this report: The following other disbursements arose in the period covered by this report: Other Storage costs 1,369 Insurance 124 Total: 1,493 Other professional advisors we ve used We have not used any legal or other professional firms during the period covered by this report. Sofas UK Limited In Liquidation 14

15 Appendix D. - Statement of expenses accrued and unpaid as at 15 February 2016 A statement of expenses accrued and unpaid at 15 February 2016 can be found below: Unpaid expenses at 15 February 2016 (Note 1) GBP (excluding VAT) Liquidators fees 75,000 Liquidators disbursements 1,493 Statutory advertising 78 Final storage costs 4,163 Bank charges 221 Total 80,955 Note 1 - Please note that this schedule provides an estimate of expenses incurred but not yet paid. Any balance that remains unpaid as at the date of this report is yet to be finalised and may therefore be subject to adjustments before final payment. Sofas UK Limited In Liquidation 15