I confirm my attendance at the meeting of creditors of the Company pursuant to s.98 of the Insolvency Act 1986 at 3.30pm at the offices of OWG Corporate Recovery, 41 Skylines Village, Docklands, London E14 9TS on 28 September 2012.
I would report as follows:
Attendance
The director, Mr Mahmoud Baghdady, attended the meeting by use of SKYPE and was located in the United States of America at the time of the meeting.
He was identified by Ms Kelly, as the director and Ms Kelly as Liquidator (appointed by a general meeting of shareholders earlier in the day was also in attendance).
No other creditors were present in person at the meeting.
Report to the Meeting and Conduct of the Meeting
I enclose a copy of the report presented to the meeting and I confirm that I personally examined the statement of affairs signed by the director on 27 September 2012 which reflected the figures contained in the report.
The meeting of creditors was advertised in the London Gazette on 21 September 2012.
On 12 September 2012 the director decided to convene a meeting of creditors and notices were despatched on 18 September 2012.
I will specifically comment on the contents of the report and questions that I raised at the meeting:
• The Company ceased trading in May 2012. Further to information that I had received via yourself in respect of the continued trading, I asked specifically about the position in this regard. I was advised that
[email protected] was a separate trading entity unconnected with the Company.
• The Company employed 5 employees and turnover rose from £128,000 to £532,000 over 5 years.
• At the end of 2010 the Company selected 15 people to train as proficient market traders in a project known as “The New Turtle Traders Programme”.
• A £100,000 credit line for this programme was provided by the director personally.
Assets
• The uncertainty of the book value was queried and this was explained to be because the Landlord has distrained over the assets and as access cannot be obtained, the director is uncertain as to what assets still remain in the Company.
• The position is similar with the rent deposit and the Liquidator will investigate the position in respect of both categories of assets.
• The book debt is believed to be realisable from one individual debtor whose identity was not revealed. The position of the book debts reflected in the balance sheet was queried and I was advised that these had been collected over the trading period.
Creditors
Secured Finance Creditor
RBS are the only finance creditor and they finance the IT equipment.
Unsecured Creditors
• The director stated that he has never drawn any remuneration from the Company.
• The director’s loan account claimed in the liquidation was queried and I examined his proof of debt form which was broken down as follows:
o Software £192,715.68
o Director’s current account £ 95,615.80
o Director’s current account £126,882.30
o Payment made to Turbervilles on behalf of Company £ 79,117.13
o Injection of funds to Company £ 43,750.00
__________
£538,080.91
• The H M Revenue & Customs liabilities accrued over 3 months for PAYE and from an assessment in respect of corporation tax.
• The trade and expense creditors accrued over the last 6 months.
• The Landlord is alleged to have effected distraint and determination of the lease due to a break in that occurred to the premises and after a “smear” campaign against the director. This apparently occurred during the director’s absence on compassionate leave.
Formal Business of the Meeting
The shareholders at general meeting earlier in the day voted unanimously for the appointment of Angela Kelly of OWG as Liquidator.
The appointment was ratified at the meeting of creditors by the majority of creditors voting by proxy, specifically the director in respect of his proxy valued at £538,081.
As a minimum of 3 creditors are required to form a liquidation committee and I was the only creditor there, no liquidation committee was formed.
The Liquidator was sanctioned to draw a fee of £5,000 plus VAT and disbursements in respect of her fee for convening the meeting of creditors and she will be remunerated on a time cost basis during the conduct of the liquidation.
Investigation
I requested that the Liquidator investigates the conduct of the director with particular emphasis on the following:
• Whether any preference payments were made to creditors,
• Whether there were any assets disposed of prior to liquidation which may form the basis of a transaction at undervalue,
• The Liquidator to investigate the management accounts and results of trading for any irregularities to give rise to wrongful trading or misfeasance.