Help Needed - Closing Down a Company

commuterised

I really need some help here,

In 1998 I set up my own company so I could work as a contractor. I bought an off the shelf company as it was cheaper at the time. I enlisted the help of my close family for directors, secretary etc. I contracted for 12 months until I got a really good permanent job which I've been in ever since. Happy me, believing I'd seen the last of all the crap that comes with having your own company.

I had an account who looked after my returns, tax and all that sort of stuff in return for his own chunk of my earnings. A few years ago I closed all the bank accounts as I didn't need the company anymore. In my eyes and everyone elses, I believed it wasn't trading. I asked my accountant if I could close down the company legally and officially as I didn't want any more forms to fill in and to be bothered by all this officially looking crap I seem to get every year without fail. He said there was no need.

Yesterday I get a fat letter from the accountant, looking for a cheque for the Companies Registration Office for each B1 from 1999 to the present day... as well as balance sheets for each year, auditors reports and ordinary resolution.

Why am I still paying for this company?... I haven't used it since 1999, there is no money in it, no money owed to anyone, it isn't trading.. I just want to get rid of it.

I work in IT, I have no financial or legal background and I have no idea how to sort this out. I rang the accountant and tried to explain it all to him, he said he'd get back to me.

Can anyone advise me on what to do, how to close the company down for good so I don't have to deal with any more of this crap. It's really getting me down, it's been hanging over me for so long now.

All advice wanted, needed and listened to.
Thanks in advance.

Mr E

Hi Commuterised,

To be honest, my accountant did it for me. I was in the same position as you - set up my own company to do contracting, got a permanent job, left the company open for a year, then decided to close it.

My accountant got me to sign some forms (not sure of their names). I then had to put an ad in the local paper to say that the company had officially stopped trading. The accountant sent the forms, plus a copy of the ad, and a copy of the final accounts to the Revenue Commissioners (I presume?). I got a final notice and a 2nd final notice in the post, giving me a chance not to strike off the company (just ignore them if you still want it struck off). After a year (I think), the company is officially struck off (which will be next Feb or March for me).

You accountant should have known all this, to be honest.

- Dave.

Our man in Havana

They should have known. But most just dont know the rules for limited companies.

Computerised, You will have to pay fines for the B1 that are late. It is €1270 per year late. ouch!

You will have to pay up and then place the ad in the paper.

I am surprised the companies office is not threatening you with strike off and legal proceedings if you are so far behind in your returns. There are severe penalities for the directors and secetrary such as fines jail and disqualification from companies for 5 years.

check out http://www.cro.ie/faq03.htm

commuterised

fines, jail?

sh1t don't scare me, I'm just a poor little it person, i don't know about these things.....

De Rebel

Originally posted by commuterised
He said there was no need.

This could be your salvation.

Meet him face to face, and be totally clear in your own mind about the details of that conversation. He is not a friend giving you a bit of advice for free. He is a professional who you were/are paying for his professional services. Your are entitled to assume that he is competent and you are entitled to sue him if he is negligent. Time was in this country when there were no rules. That time is long gone. Everybody in the trade knows that the days of throwing an ould return at the CRO five years after the event and saying "Howya, i'n offul sorry bout dat" are gone gone gone. They have their sh1t together and they expect the same from the rest of us.

Confront this guy, ask him to assess the situation and appraise you of the consequences. Aks him to review the situation with the CRO and agree a resolution with them. Then ask for a proposal from him setting out how he proposes to address the substantial debit which has arisen on foot of his advice. And i suggest that you do all this in writing and confirm any phone conversations in writing.

Your going to have to be tough on this one. But DON'T allow him to get away with it. In any event he will have PI (professional Indemnity) cover for eventualities such as this.

sceptre

I'd very much agree with De Rebel's post. There are very few accountants in this country who went the college route that didn't have to do a few modules in company law. The procedure for winding up a company is relatively straightforward and he's been negligent in his services to you. more to the point, if he told you there was no need, he's been further negligent by giving you false information in his professional capacity. This could affect your ability to hold a company directorship for the next five years if the CRO want to push the issue.

commuterised

thanks guys for all the help, I'm going to get on it today.

ChiGung

Hi Commuterised,

The guys are definately correct - you need to stand very firm on this. The Accountant will try to shock you into paying him money, claiming you will be fined and may face prosecution. Don't let him scare you! Tell him you are taking legal advice and legal action, and that you are also going to report him for sub standard practice to the ACCA unless he sorts this immediately. You should probably talk to the tax people to explain your situation also. If it goes further, you should definately speak to a solicitor.

Victor

Originally posted by commuterised
In my eyes and everyone elses, I believed it wasn't trading. I asked my accountant if I could close down the company legally and officially as I didn't want any more forms to fill in and to be bothered by all this officially looking crap I seem to get every year without fail. He said there was no need.

When did you do this, is there any corresponance or documentation to back you up. If he tries the "you could be in jeopardy" route, remind him that so could he (from his accountancy organisation).

De Rebel

Sorry for dragging up an old thread but just came across this note from BASIS on Voluntary Liquidation which I thought I'd add for the sake of completeness