Land Registry title transfer issues

Homesweethome12

Hi there all,


I posted here a while back regarding Land Registry processing times, but now have an issue with the decision LR have reached.



I have a buyer in place for my house, but there is a restriction in place on the property title that states the directors of the management company listed on the title must agree to any title transfer.



The management company has subsequently been dissolved, so there are no longer any directors to consult. However, LR have followed the treasury solicitor's guidance and decided not to remove the management company from the title, as there are still 4 years in which the management company could technically reform.


Because the management company is now dissolved, the ex-directors no longer have the power to ask LR to remove the restriction. So I am stuck between a rock and a hard place: the management company is dissolved, the ex-directors no longer have the authority to request the restriction be removed, but also LR won't remove the restriction in case the management company reforms.



LR have advised my solicitor on the phone that they can still transfer the title if the buyer submits an RX2 form along with their application to register a transfer of the property upon completion of the purchase. However, they are refusing to provide written confirmation of this.



The buyer naturally will not proceed unless they have written confirmation from LR guaranteeing the title transfer will take place after the sale has gone through.



So the sale has reach an impasse: we are in a position to exchange, but only if the buyer receives written assurance from LR, and LR will not provide this.



Can anyone offer advice on how to proceed to resolve the situation? LR have been a nightmare to deal with, but I'm aware they regularly reply to posts on this forum, so I would greatly appreciate advice from them, or anyone else who has experienced a similar issue.


Many thanks

SmashedAvacado

Were you a shareholder of the management company prior to it being dissolved?

Homesweethome12

Hi SmashedAvocado,


Yes a nominal 1 penny share was alloted to me when I purchased the property 4 years ago. The company was set up purely to centrally manage any maintenance works to be carried out on the shared grounds, as the property is in a gated mews of 5 houses.



The company was never used for its purpose and I wasn't a director. I wasn't even made aware that the company had dissolved until I began the sale process.

SmashedAvacado

If you were a shareholder, can you put pressure on the directors by threatening a complaint against them (and / or action against them) on the basis that they failed in their duties to act in the best interests of the company / shareholders. This might give you enough leverage to get the directors to sort it out.

bigstevex

^Isn't this why we pay solicitors to buy and sell our houses

G_M

Homesweethome12 wrote: »

LR have advised my solicitor on the phone that they can still transfer the title if the buyer submits an RX2 form along with their application to register a transfer of the property upon completion of the purchase. However, they are refusing to provide written confirmation of this.

The buyer naturally will not proceed unless they have written confirmation from LR guaranteeing the title transfer will take place after the sale has gone through.

Is your solicitor satisfied by the LR's assurance that the Title can be transferred using form RX2?


If so, he can give your buyer's solicitor a 'Solicitor's Undertaking' to this effect.


Solicitors do this all the time with respect to the removal or mortgage Charges (which are done after Completion.


If a solicitor failed to live up to such an understanding he'd been in deep doodoo.....

Land_Registry

Your situation is not uncommon unfortunately and I suspect your solicitor has been referred to our PG 35 section 7.7

They shouldn't need anything more from us and the guidance explains their options.
An RX2 is used to disapply a restriction but normally you apply first and then complete the sale/purchase. You seem to be suggesting that the RX2 and Transfer come in at the same time, hence the buyer's unwillingness to proceed as they have no certainty.

The point of the RX2 is to remove that uncertainty as it acts like an undertaking as essentially IF approved it is done so with regards the specific transaction involved e.g the restriction will be disapplied with regards a transfer from Homesweerhome12 to A N Other. Then they complete and submit their Transfer.

IF we won't disapply you have no other option than to restore the company or get a court order. So whilst there's work still to be done it shouldn't be a rock and hard place scenario

The restriction remains on the register but the disposition can proceed. However, as the PG states, resolving the management company issue is adviseable as all the owners/shareholders are going to face the same issue.

That's my reading of what you have posted but you may be faced with a different set of circumstances if the solicitors can't resolve it. And with PG 35 offering guidance why ask us?

Would be interested in how they've made their Enquiry and what has actually been asked - the question(s) raised and channel used are crucial as details matter.
Can you share the title number here?