What are the grounds for objecting?
There are six grounds for objecting to the removal of a company set out in section 321 of the Companies Act 1993. These are as follows:
- The company is still carrying on business or there is other reason for it to continue in existence. If your objection is on this ground, you must provide sufficient evidence that the company is still trading, or that there is some other reason that it should continue to exist. Read more...
- The company is party to legal proceedings.
If you are relying on this ground, you should provide copies of any relevant documents establishing that the company is involved (that is, named as a party) to some form of legal proceedings. Read more...
- The company is still in receivership, liquidation or both.
This may be confirmed by a search of the Companies Office database. Otherwise, evidence of the appointment of a liquidator or receiver to the company should be sought. Read more...
- You are a creditor, or a shareholder, or a person who has an undischarged claim against the company.
In this case the Registrar must give notice to the objector that unless notice of an application to the High Court by that person for an order either preventing the company from being removed or placing the company in liquidation is given to the Registrar within 20-working days, the Registrar will proceed with the removal.
If no such notice is received by the Registrar or the application is withdrawn, the Registrar must proceed to remove the company from the Register. Read more...
- You believe that there exists and intend to pursue, a right of action on behalf of the company under Part 9 of the Companies Act 1993. Read more...
- That for any reason it would not be just or equitable to remove the company from the Register. Read more...
What evidence do you need to supply for objections?
Ground 1 - That the company is still carrying on business or there is other reason for it to continue in existence
Evidence that a company is still trading may include:
- copies of recent correspondence from company representatives
- copies of recent accounts or
- copies of newspaper advertising or similar.
Where possible please enclose contact details for the company or its directors.
Note - The above list is not exhaustive and in some cases may not be applicable. Each objection will be considered separately and on its own merits to ensure that it is valid.
Ground 2 - That the company is a party to legal proceedings
If relying on this ground, an objector should provide evidence that the company is involved (that is, named as a party) to some form of legal proceedings.
- Copies of Court or tribunal documents establishing the company is party to legal proceedings.
- Matter number or reference from Court or tribunal.
Note - If court action has only been threatened but not commenced, this will be insufficient.
Ground 3 - That the company is in receivership, or liquidation, or both
This may be confirmed by a search of the Companies Office database. Otherwise, evidence of the appointment of a liquidator or receiver to the company should be sought.
Grounds 4, 5 and 6
If an objection is made on grounds 4, 5, or 6 the Registrar must give notice to the objector under section 322 of the Companies Act 1993 that the Registrar will proceed with the removal unless -
- notice of an application to the High Court by that person for an order either preventing the company from being removed or placing it in liquidation is given to the Registrar within 20-working days.
If the Registrar receives no such notice or the application is withdrawn, the Registrar must proceed to remove the company from the Register.
