Company changed hands...where do I stand?

unholyangel

gazelle15 wrote: »

Yes I have posted before theonlywayisup. Not sure what your point is?

We drafted the letter but then found a different registered office address and looking into it discovered that they were filed in administration on 31st August. Hence this post to see if there is any point in sending a letter before action if the company has changed hands.

It is a bit of a mess looking at the various documents they have. The marketing material they were given shows that St Helens glass is a trading name of Penicuik Home Improvements with a company number on the invoice of 06515999. This shows a name change to PCHI Realisations on 1st Sep. The customer service email address relates to a company called ENTU 09237919 and the doors were installed by Job Worth Doing 06516541 which both seem linked

They appear to have been bought by a company called Latium on 1st Sep but still showing as in administration on Companies House

Latium website states:
The Latium Group are delighted to announce the purchase of the Businesses of Entu (UK) PLC which includes the brands: Weatherseal, Penicuik, Zenith, St Helens Glass, St Andrews and Job Worth Doing.

Latium’s CFO, Adrian Kirk, said: “We are delighted to have acquired these excellent brands and all of the employees of Entu. Latium will invest substantial amounts of capital and expertise in order to continue the great service and products that these brands offer to the consumer"

Did they get a copy of a contract? If so, what does it say in relation to who the contracting party was? As someone asked above, how did they pay for them?

The statement from Latium is confusing though. If they only bought the brands, then they didn't purchase the businesses of entu as they have stated, they only purchased assets of the business.

steampowered

There are two types of corporate transaction: 'business sales' (where assets are sold into a different company) and 'share sales' (where shares are sold to another individual).

The statement from Latium has been drafted to say this was a business transaction rather than a share transaction.

That is consistent with a pre-pack, and consistent with the Companies House filings and the change of name to PCHI Realisations Limited.

The parents' claim will be against PENICUIK HOME IMPROVEMENTS LIMITED, now changed its name to PCHI Realisations Limited. I doubt very much that this company has any assets left.

Unfortunately there is unlikely to be much your Op's parents can do. It is probably worth putting in a claim to the insolvency practitioner who is named on Companies House. Companies House indicates that insolvency practitioners from KPMG have been appointed as administrators.

As your parents are only an unsecured creditor they may not receive anything or they might only get pennies on the pound.

steampowered

unholyangel wrote: »

The statement from Latium is confusing though. If they only bought the brands, then they didn't purchase the businesses of entu as they have stated, they only purchased assets of the business.

In legal speak, a 'business sale' usually means a transfer of all the company's assets (including its brand).

JJ_Egan

The claim is over 6 months since install .Will this play a part in any hoped for claim for the OP .

agrinnall

I repeat my question, which has not been answered and which could cut through all the issues about who owns what.

agrinnall wrote: »

How did they pay? Hopefully at least some of it was on a credit card which should allow a S75 claim to be made against the card issuer.

unholyangel

steampowered wrote: »

In legal speak, a 'business sale' usually means a transfer of all the company's assets (including its brand).

Not in the UK its not. In the UK we have 2 types of acquisition and those are share transfers or asset transfers.

Business sale is a US term I believe.

glentoran99

gazelle15 wrote: »

My parents had some glazing installed in December. There have been issues with the doors sticking ever since and installers kept coming out to "fix" them.

They got fed up of this and in July sent a letter requesting a refund on the basis that the goods supplied were faulty. The company has been giving them the run around and I have now discovered that they went into administration on 31st Aug and have now been taken over by another company.

They are saying that they have taken over the company but not any outstanding remedial work and that they will come out to look at them but my parents would have to pay for this.

Where do we stand in terms of repair or refund in these circumstances?

outside your actual query, in what way are they sticking? is it a matter of adjusting the hinges?

steampowered

unholyangel wrote: »

Not in the UK its not. In the UK we have 2 types of acquisition and those are share transfers or asset transfers.

Business sale is a US term I believe.

In the corporate transaction industry people tend to talk of 'business sales' vs 'share sales' as the two options for structuring corporate transactions.

These aren't really technical legal definitions but if you say 'business sale' to someone involved in corporate transactions (such as an accountant, solicitor, investment banker, insolvency practitioner or similar) they will know exactly what you mean.

See http://www.halborg.com/corporate/28.html.

People often use the terms 'asset sale' and 'business sale' interchangeably, they mean the same thing.