5.89(3) I (a) Sustain Group Limited For official use. Companies House Crown Way CARDIFF

Transcription

1 Form 4.70 SectIon 89(3) The Insolvency Act (3) MEMBERS' VOLUNTARY WINDING UP DECLARATION OF SOLVENCY EMBODYING A STATEMENT OF ASSETS AND LIABILITIES Pursuant to Section 89(3) of the Insolvency Act 1986 For official use Companies House Crown Way CARDIFF Company Number CF4 3UZ (a) Insert full name of company Name of Company I (a) Insert full We (b) Mrs Lisbeth Michelsen & Mr Antony Nec name(s) and 63 Alexandra Road 12 Polscoe address(es) Frome Lostwithiel Somerset Cornwall BA111LX PL220HS attach a declaration of solvency embodying a statement of assets and liabilities SIGNED Presenter's name, Address and reference (if any) DATE For official use Purnells Treverva Farm Treverva, Penryn Nr Falmouth Cornwall TR10 gel Liquidation Section Post Room

2 Section 89(3) The Insolvency Act 1986 MEMBERS' VOLUNTARY WINDING UP DECLARATION OF SOLVENCY EMBODYING A STATEMENT OF ASSETS AND LIABILITIES Form 4.70 contd COMPANY NUMBER: NAME OF COMPANY: DECLARATION OF SOLVENCY PRESENTED BY:Mrs Lisbeth Michelsen and Mr Anthony Nec «b) Delete as applicable (c) Insert name of company being (b) all the directors of (c) (the "Company") do solemnly and sincerely declare that we have made a full enquiry into the affairs of this Company and that, having done so, we have formed the opinion that this Company will be able to pay its debts, in full, together with interest at the official rate within a period of 12 monthsfrom the commencement of the winding up (d) Insert a period of months not exceeding 12 We append a statement of the Company's assets and liabilities as at (e) 13 August 2014 being the latest practicable date before the making of this declaration. We make this solemn declaration, conscientiously believing it to be true, and by virtue of the provision of the Statutory Declarations Act Declared at: This 13 th day of August 2014, Before me,

3 Statement as at showing assets at estimated realisable value and liabilities expected to rank ASSETS AND LIABILITIES Assets: Balance at Bank Cash in hand Marketable Securities Bills Receivable Trade Debtors Loans & Advances Unpaid Calls Stock in Trade VVorkin Progress Estimated to realise or to rank for payment to nearest & 564,076 Freehold Property Leasehold Property Plant & Machinery Furniture, Fittings Utensils etc. Patents, Trademarks etc Investments other than Marketable Securities Other Property, viz Estimated realisable Value of Assets 564,076 Liabilities Secured on Specific Assets Secured by Floating Charge(s) Estimated costs of liquidation and other Expenses including interest accruing until Payment of debts in full (4.478) Unsecured creditors (amounts estimated to rank for payment) Trade accounts Bills payable (1,300) Accrued expenses Other liabilities Contingent liabilities Estimated surplus after paying 558,298 debts in full

4 M1nutes of a Meeting of the Directors Held At 12 Polscoe, Lostwithiel, Cornwall, PL22 OHS On 13 August 2014 At 'Noon Present Mr Antony Nec - Chairman Mrs Lisbeth Michelsen - Director 1. It was resolved that Mr Antony Nec should be the Chairman of the meeting. 2. It was agreed to recommend to the Shareholders/Members that the Company be voluntarily wound up. 3. The Chairman produced to the meeting, the Declaration of Solvency form 4.70 and it was resolved that the same be signed by the majority of the directors of the Company. 4. It was resolved that a General Meeting of the Company be convened and held at short notice, to consider the resolution to voluntarily wind-up the Company. Mr Antony Nec - Chairman Mrs Lisbeth M1chelsen - Shareholder Dated this 13th day of August 2014

5 Company Number: Registered In England & Wales Notice Convening A General Meeting of Shareholders NO'l'ICE IS HEREBY GIVEN that a General Meeting of the above named company will be held at 12 Polscoe, Lostwithiel, Cornwall,PL22 OHS, on 13 August 2014 at 1.00pm precisely, for the purpose of considering the following special resolutions: 1. That the Company be wound up voluntarily and that Chris Parkman and Lisa Alford of Purnells, Treverva Farm, 'l'reverva, Penryn, Nr Falmouth, Cornwall, TR10 9BL be and are hereby appointed as Joint Liquidators for the purpose of such winding up. 2. That the Joint Liquidators hereby be authorised to distribute amongst the members, in specie or in kind, the whole or any part of the assets of the Company. 3. That in accordance with Section 165 (2) of The Insolvency Act 1986 and Insolvency Rule the Liquidator(s} be granted the following specific sanctions under Part 1 of Schedule 4 to the Act. Power to pay any class of creditor in full. Power to make any compromise or arrangement with creditors or persons claiming to be creditors, or having or alleging themselves to have any claims (present or future, certain or contingent, ascertained or sounding only in damages) against the company, or whereby the Company may be rendered liable. 4. That the fees of the Joint Liquidator's firm in relation to this Members Voluntary Liquidation be fixed by reference to time properly spent but capped at the set sum of 3,000 plus VAT should time costs exceed that sum and may be drawn on account as and when funds so permit. 5. That the Joint Liquidator's disbursements and expenses be proper charges against the liquidation and may be repaid on account as and when funds so permit. Queries may be sent to carrie@purnells.co.uk Dated this 13th day of August 2013 Mr Antony Nec - Director

6 Consent To Short Notice Company Number: We, being the majority in number of the members of the above named company, have a right to attend and vote at the meeting convened by the foregoing notice, and together not holding less than 90% in nominal value of shares, given that right, hereby agree to the calling of the meeting by the foregoing notice, notwithstanding that, such meeting is called upon shorter notice than specified by statute or in the Company's Articles of Association. Dated this 13th day of August Mr Antony Nec - Shareholder Mrs Lisbeth M1chelsen - Shareholder

7 Company Number: Registered Offices: 12 Polscoe, Lostwithiel, Cornwall, PL22 OHS Principal Trading Address: 12 Polscoe, Lostwithiel, Cornwall, PL22 OHS Shareholders Resolutions: Pursuant to Section 283 of the Companies Act 2006 and Section 84 (1) (b) ofthe Insolvency Act At a General meeting of the above named Company, duly convened and held at 12 Polscoe, Lostwithiel, Cornwall, PL22 OHS, at 1.00pm on 13 August 2014 the subjoined resolutions were duly passed as special resolutions: 1. That the company be wound up voluntarily and that Chris Parkman (IP Number: 9588) and Lisa Alford (IP Number: 9723) ofpurnells, Treverva Farm, Treverva, Penryn, Near Falmouth, Cornwall, TRIO 9BL be, and are hereby appointed Joint Liquidators for the purposes of such a winding up. 2. That the Joint Liquidator's hereby be authorised to distribute amongst the members, in specie or in kind, the whole or any part of the assets ofthe company. 3. That in accordance with Section 165(2) of The Insolvency Act 1986 and Insolvency Rule the Liquidator be granted the following specific sanctions under Part 1 of Schedule 4 to the Act." Power to pay any class of creditor in full. Power to make any compromise or arrangement with creditors or persons claiming to be creditors, or having or alleging themselves to have any claims (present or future, certain or contingent, ascertained or sounding only in damages) against the company, or whereby the company may be rendered liable. 4. That the fees of the Joint Liquidator's firm in relation to this Members Voluntary Liquidation be fixed by reference to time properly spent but capped at the set sum of 3,000 plus VAT should time costs exceed that sum and may be drawn on account as and when funds so permit. 5. That the Joint Liquidator's disbursements and expenses be proper charges against the liquidation and may be repaid on account as and when funds so permit. Queries may be sent to: carrie@purnells.co.uk Dated this 13th day of August 2014 Mr Antony Nee ~ Shareholder Mrs Lisbeth Michelsen ~ Shareholder

8 MINUTES OF A GENERAL MEETING Held at 12 Polscoe, Lostwithiel, Cornwall, PL22 OHS at 1.00pm on 13 August 2014 Present And Votes Cast In Respect Of The Resolutions: Mr Antony Nec Mrs Lisbeth Michelsen - Director & Shareholder - Director & Shareholder 1. Quorum The chairman declared that a quorum was present. 2. Consent to Short Notice A form of consent to holding the meeting at short notice signed by or on behalf of the shareholders, to be retained with the minutes, was presented to the meeting. 3. Resolutions The chairman proposed the following resolutions, which were duly passed on a show ofhands: That the Company be wound up voluntarily and that Chris Parkman and Lisa Alford, of Purnells, Treverva Farm, Treverva, Penryn, Near Falmouth, Cornwall, TRIO 9BL be, and are hereby appointed as Joint Liquidators for the purpose of such winding up. That the Joint Liquidators hereby be authorised to distribute amongst the members, in specie or kind, the whole or any part of the assets of the company. That in accordance with Section 165(2) of the Insolvency Act 1986 and Insolvency Rule the Joint Liquidators be granted the following specific sanctions under part 1 of Schedule 4 to the Act: Power to pay any class of creditor full. Power to make any compromise or arrangement with creditors or persons claiming to be creditors, or having or alleging themselves to have any claims (present or future, certain or contingent, ascertained or sounding only in damages) against the company, or whereby the company may be rendered liable. That the fees of the Joint Liquidator's firm in relation to this Members Voluntary Liquidation be fixed by reference to time properly spent but capped at the set sum of 3,000 pius VAT should time costs exceed that sum and may be drawn on account as and when funds so permit.

9 That the Joint liquidator's disbursements and expenses be proper charges against the liquidation and may be repaid on account as and when funds so permit. 4. Closure There being no further business, the Chairman declared the meeting closed. Mr Antony Nec - Chairman Signed : Mrs Lisbeth Michelsen - Shareholder Dated this 13th day of August 2014

10 Company Number: Registered Office: 12 Polscoe, Lostwithiel, Cornwall, PL22 OHS Principal Trading Address: 12 Polscoe, Lostwithiel, Cornwall, PL22 OHS At a General Meeting of the Company duly convened and held at 12 Polscoe, Lostwithiel, Cornwall, PL22 OHS, on the 13 August 2014, the following resolutions were passed as a Special Resolution and Ordinary Resolution respectively: "That the Company be wound up voluntarily and that Chris Parkman (IP Number: 9588) and Lisa Alford (IP Number: 9723) of Purnells, Treverva Farm, Treverva, Penryn, Near Falmouth, Cornwall, TR10 9BL be and are hereby appointed as Joint Liquidators of the purpose of such winding up." For further details contact: carrie@purnells.co.uk Tel: Antony Nec - Director & Shareholder ~ ~~ ~~~ -= ~_ Mrs Lisbeth ~chelsen - Shareholder Dated this 13th day of August 2014

11 Indemnity We, Anthony Nec and Lisbeth Michelsen confirm that: 1. To the best of our knowledge and belief the Company's outstanding liabilities as at 13 August 2014 total circa 1,300, excluding the costs of liquidation. 2. Any creditor claims in addition to that sum that may be received to the liquidation following the distribution to us, of which the liquidators had not been made aware will be settled in full by the provision of monies out of our own personal funds. Mr Antony Nee - Shareholder Mrs Lisbeth ~ehelsen - Shareholder Dated this 13th day of August 2014

12 Form 4.27 Rule CVL MVL Certificate of Appointment of Liquidator by Meeting In The Matter Of And In The Matter Of The Insolvency Act 1986 This is to certify that the Contributories of Company held on: at a meeting of the above-named (a) Insert Date (a) 13 August 2014 (b) State full name and address of Liquidator (b) Chris Parkman & Lisa Alford Purnells Treverva Farm Treverva, Penryn Near Falmouth Cornwall TR10 9BL Having provided a written statement that they are qualified to act as Insolvency Practitioners in relation to the abovenamed company under the provisions of the Insolvency Act 1986 and that they consent so to act, were appointed as Joint Liquidators of the Company. The Joint Liquidators duties may be carried out either jointly or solely by either one of the Joint Liquidators. Date: 13 August 2014 Mr Anthony Nec Mrs Lisbeth ~chelsen

13 CONSENT TO ACT Notice To The Shareholders Meeting We Chris Parkman and Lisa Alford hereby give notice that we are Insolvency Practitioners duly qualified, under the 1986 Insolvency Act, to act as Joint Liquidators and hereby give our consent to act as Joint Liquidators for: Chris Parkman BSc SONS, MABRP, MIPA, ACCA Lisa Alford MABRP, MIPA Purnells Treverva Farm Treverva, Penryn Near Falmouth Cornwall TR10 9BL