Small claim against dissolved limited company

arcon5

The directors can be held liable for breaches of their duties as company directors - this is usually done via the liquidator or receiver, depending on how they have been dissolved. Or if they've simply not submitted accounts and been struck off you'd need to apply to have the company reinstated then appoint yourself a receiver.

It's just not as simple as saying, your documents was non-compliant so i'm sueing you. A judge would seek to determine you the legal entity was in the case this was disputed. But if they produced trade policies, invoices for the purchase of the car in the company name etc then they'd likely find the limited company owned the vehicle and not the individuals.

Unless your talking significant sums then you are not on to a winner.

paddyrg

Might be worth seeing if a no win no fee company will take it, they go for low hanging fruit so it'll give you an indication of how much work you have ahead. I guess there's no harm suggesting to companies house that the company didn't take its obligations and that you query the director's fitness, but nothing will happen enforcement-wise.

You could try advising local trading standards.

I imagine a lot will depend on the sequence and timing of events, if they had moved to strike whilst actively trading or similar you may have a case against the directors.

I'd seek real advice from someone you pay, get the timeline and events accurately down on paper.

omelettesandeggs

Thanks for all the replies so far. I'm wondering if anyone out there can offer specific insight regards the original question I asked regards trading standards. I've searched high and low and can't find any information about when the trading standards point is applicable:

If a trader fails to disclose that they are a limited company and there is then a breach of contract, the consumer may be able to claim against the directors of the business as individuals.


What is this point for and when can it be utilised/relied upon?

meer53

How much are we talking about ? I only ask because i wonder whether it will be worth your while spending too much time and money. The company doesnt sound too reputable, even if you win any claim, would you get your money ?

omelettesandeggs

meer53 wrote: »

How much are we talking about ? I only ask because i wonder whether it will be worth your while spending too much time and money. The company doesnt sound too reputable, even if you win any claim, would you get your money ?

The company isn't reputable for sure.

It's a few thousand pounds - more than we can afford to lose. More than that though it's also not fair and it's important for our mental wellbeing to have tried to hold these people to account. If we can get a judgment against one or both individuals then that will mean a lot even if the money isn't forthcoming. We can at least then try enforce the judgment by whatever means possible - bailiff etc.

Please good people, offer answers the question regards trading standards - I need advice on nothing else right now

dauphin

The disclosure requirements are set out in the Companies (Trading Disclosures) Regulations 2008. These regulations create criminal responsibility for failure to comply, but do not specifically refer to civil liability.

However, if you deal with a business that does not comply with those requirements, e.g. it just calls itself XYZ, without disclosing that XYZ is a trading name of XYZ Limited, a Court might well infer that your contract was with the individuals running XYZ, say, Mr X, Mr Y and Mr Z (trading as XYZ) and they would thus have a personal liability under the contract.

Your claim, if any, would need to be made, not against the company of which you had no knowledge, but against the individual or individuals with whom you thought you were contracting. In legal terminology, those individuals might be "estopped" from claiming in their defence that the contract was actually entered into by the company (meaning that the Court would not allow them to put forward that defence if they had misled you and you acted to your detriment as a result).

I am not aware of any Act of Parliament which would automatically impose personal liability in these circumstances, though I could be wrong. I think it's more a question of interpreting who the contract was made with and what you were led to believe.

It would obviously be very important to review any paperwork or emails in relation to the contract. Even if there is not a written contract as such, I presume there must at least be a receipt for the car?

arcon5

Breaching a directors duties can result in criminal or civil penalties, but doesn't necessarily mean they are liable for the business debts. The former being unlikely. It requires significant expense to challenge a director, a liquidator won't work for free and they are usually the ones to pursue a director for reimbursement of for example dividends that shouldn't have been taken, recompense for assets disposed off at a questionable price, trading whilst insolvent.

If a company owes you money and you can prove it then you can appoint them. But at present you are currently posed with some problems

- you can't prove you are owed money as it is disputed

- there is no guarantee a liquidator will find any legal grounds to pursue a director and in case they do there is no guarantee they will succeed bearing in mind they won't be spending money pursuing a director through the courts if the sum makes it unfeasible and if there is no real prospect of enforcing such a court ruling.


I believe your question has been answered... It is possible a director could become liable but doing so requires a level of expertise and financia backing.


Ltd status is designed to protect directors. It encourages people to take risks in business, it means people can risk their own capital in a controlled way without jeopardising their entire life.
Sadly a system abused in a number of sectors.

Ultimately you should cut your losses before spending hundreds more for a court to settle a dispute then more appointing specialists then more pursuing and investigating directors.

arcon5

What car is it? What year, engine. Etc etc.

There may be cheaper options

Somerset

omelettesandeggs wrote: »

I'm wondering if anyone out there can offer specific insight regards the original question is applicable:

If a trader fails to disclose that they are a limited company and there is then a breach of contract, the consumer may be able to claim against the directors of the business as individuals.

Who did you think you were buying it from ? (and paperwork/invoice/receipt supports this belief )
John Smith
John Smith T/A John Smith Motors
John Smith Motors Ltd


First step-who did you buy from? What did the paperwork say?

lincroft1710

omelettesandeggs wrote: »

More than that though it's also not fair and it's important for our mental wellbeing to have tried to hold these people to account.

Trying to hold these people to account could easily have an adverse affect on your mental well being. Taking someone to court is frustrating, soul destroying, sometimes almost intimidating, stressful, possibly expensive and not to be recommended unless you have a cast iron case and a rhinoceros hide.