‘Joint Liquidators’ second progress report CRS Old Limited ... · ‘Joint Liquidators’...

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‘Joint Liquidators’ second progress report CRS Old Limited (formerly The Spring Ram Corporation Limited) 26 July 2016 WWW.pWC.Co.uk/wxyz pwc

Transcript of ‘Joint Liquidators’ second progress report CRS Old Limited ... · ‘Joint Liquidators’...

‘JointLiquidators’secondprogressreportCRS Old Limited (formerlyThe Spring Ram CorporationLimited)

26 July 2016

WWW.pWC.Co.uk/wxyz

pwc

pwc

To members and all known creditors

26 July 2016

Our ref: LVW/RW/CRSOLD/2o16o627

Dear Sir/Madam

CRS Old Limited (formerly The Spring Ram Corporation Limited) — in creditors’ voluntaryliquidationFormerly trading from: P0 Box 572, Woodlands, 21 Roydsdale Way, Euroway Industrial Estate,Bradford, BD4 65E

This is our second progress report to members and all known creditors in the above liquidation for the periodfrom 29 May 2015 to 28 May 2016.

If you have any queries in connection with the report, please contact Luke Wolf on 0113 289 4254.

Yours faithfully

Stephen EllisJoint Liquidator

Stephen Andrew Ellis and Toby Scott Underwood have been appointed asjoint tiquidators of CR5 Old Limited, Both are licensed in theUnited Kingdom to act as insolvency practitioners by the Institute of chartered Accountants in England and Wales.

The Joint Liquidators are Data Controllers ofpersonal data as defined by the Data Protection Act 1998. PricewaterhouseCoopers LLFwilt act as Data Processor on their instructions. Personal data will be kept secure and processed only for matters relating to theliquidation.

The Joint Liquidators are bound by the Insolvency Code ofEthics which can be found at:https://www.gov.uk/government/publications/insotvency-practitioner-code-of-ethics

PricewaterhouseCoopers LLP, Benson House, 33 Wellington Street, Leeds, LSi 4JPT: +44 (0)113 289 4000, F: +44 (0) 113 289 4460, www.pwc.co.uk

PricewaterhouseCoopers LLP is a limited liability partnership registered in Engjand with registered number OC3o3525. The registered office ofPricenaterhouseCoopers LI,P isEmbankment Pisce. Indon WC2N 6RH. PricewaterhouseCoopers LLP is authorised and regulated by the Financial Conduct Authority fur designated investment business.

Private & Confidential

pwcSecond progress report to members & creditors

26 July 2016

Company CRS Old Limited

Registered Number 01398977

Registered address PricewaterhouseCoopers LLP, Benson House, 33 Wellington Street,Leeds, LS1 4JP

Type of Insolvency Creditors’ Voluntary Liquidation

Date ofAppointment 29 May 2014

Appointees Stephen Andrew Ellis & Toby Scott Underwood

Address PricewaterhouseCoopers LIP, Benson House, 33 Wellington Street,Leeds, ISi 4JP

Dividend Prospects

Current estimate Previous estimatepini pini

Preferential N/A N/A

Unsecured 0.03 Uncertain

Please note that the guidance on dividend prospects is indicative only. It shouldnot be used as the sole or principal basis ofany bad debt provision decision.

Abbreviations used in this report

Abbreviation used: Term:CRS Old Limited (formerly The Spring Ram Corporationthe CompanyLimited)

GLD—

Government Legal Department (formerly the TreasurySolicitor’s Department)

Stag Stag furniture Holdings Limited

The administration of CRS Old which commenced on 7the administrationfebruary 2014

John Titley, Julien Irving and Conrad Beighton of Leonardthe Administrators Curtis Recovery Limited, Tower 12, 18/22 Bridge Street,

Spinningfields, Manchester, M3 3BZ

the Landlord Middlesbrotigh Borough Council

Stephen Aidrew Ellis and Toby Scott Underwood ofthe Liquidators/we/our PricewaterhouseCoopers LLP, Benson House, 33 Wellington

Street, Leeds, West Yorkshire, LSi 4JP

the Premises Victoria Business Park, Pintail Close, Nottingham

USI USI Plumbing Limited (formerly USI Plumbing plc)

WXYZ Corporation Limited (formerly known as AstracastLimited)

Joint Liquidators second progress report 26 July 2016CR5 Old Limited

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Table ofContents

1. Introduction4

1.1. Why we’re sending you this report 41.2. Estimated dividend prospects 4

2. Progress made during the period 52.1. Asset Realisations

52.2. Leasehold property

52.2.1. Rent held in escrow 52.2.2. Disclaiming the Liquidators’ interest in the lease 6

2.3. Intercompany debtors 62.4. Other matters 6

2.4.1. Third party funds 62.4.2. Statutory and compliance 6

3. Outcome for creditors 83.1. Secured creditors 83.2. Preferential creditors 83.3. Unsecured creditors 8

4. Liquidators’ fees and professional costs 94.1. Professional advisors 94.2. Liquidators’ remuneration 94.3. Liquidators’ disbursements 94.4. Statement of expenses 10

4.5. Creditors’ rights 10

Appendix A. - Summary of financial information 11

Appendix B. - Statement of expenses 12

Appendix C. - Statutory information 13

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1. Introduction

1.1. Why we’re sending you this reportThis is our second annual report to members and all known creditors. It will help if you read this alongside ourprevious progress report which can be found at vv.pwc.co.uk/wrz.

This report provides a summary of:• The steps taken during the second year of the liquidation;• Any outstanding matters; and• A provisional estimate for the outcome of the liquidation for unsecured creditors.

In Section 2 we provide more detailed information on what we’ve been doing during the period covered by thisreport and in Section 3 we provide information as to what the outcome for creditors might be.

By law, we have to give you certain statutory information, this is included in Appendix A.

12. Estimated dividendprospectsfor the reasons set out in this report, the dividend prospects for creditors are as follows;

f Dividend Prospects Current estimate Forecast Timing

For secured creditors:IN/a N/ai.e. the Company s lenders

for preferential creditors:i.e. former employees (for unpaid wages up to £8oo

Nand holiday pay only) and unpaid pension I /contributions in certain circumstances

For unsecured creditors:i.e. all other creditors who are neither secured nor c. o.o3p/ Within 6 monthspreferential

Please note this guidance on dividend prospects is only an indication. You shouldn’t use it as the main basis ofany bad debt provision that you may need to make.

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2. Progress made during the period

2.1. Asset RealisationsWe’ve realised the Company’s assets as summarised in the following table and set out in more detail inAppendix A.

Actual previous Actual Estimated to realiserealisafions realisations m the per the directors’

period statement of affairs£ £ £

None of the assets arespecifically pledged to acreditor

Balance from Administrators 744-

Sale of business 35,000 35,000

Other debtors — leasehold- 123 332 Uncertainproperty

Business rates refund 11,421-

Sale of tax losses 17,243-

Bank interest 496 1,003-

Intercompany debtors-

Total 64,904 124,335 Uncertain

Please note the following important points:

The estimated to realise figures as per the directors’ statement of affairs, prepared for the formerAdministration as at 7 February 2014 are provided here as they are comparable with realisationsachieved in the Liquidation.

An additional balance of £198,206 was also received (in the prior period), comprising of £159,284transferred from the Administration and £38,922 transferred from one of the Company’s previous bankaccounts. However these funds belonged to third parties (discussed in more detail below) and aretherefore excluded from the table above.

2.2. Leaseholdproperty2.2.1. Rent held in escrow

As previously reported, rent of £148,332 (including accrued interest) was being held in an escrow account bysolicitors who acted for the Company prior to it entering administration. This was in relation to rent paid by theCompany on a property lease which was uninhabitable and therefore due back to the Company.

A commercial decision to progress this matter was taken and it was agreed that the Landlord would receive£25,000 of the amotint held. This decision was considered to be in the best interest of the creditors due to theuncertainty surrounding the Landlords associated instirance claim and the unknown timing of the conclusion ofthis matter. The balance (123,332) was received during the period and is reflected within the receipts andpayments account at Appendix A.

We also agreed to pay the costs incurred by the solicitors holding the funds (Gordons LLP) due to theirassistance and extensive involvement in resolving this matter.

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For ftirther details of these hinds please see our previous annual report.

2.2.2. Disclaiming the Liquidators’ interest in the teaseThe lease for this property was disclaimed in June 2015.

2.3. Intercompany debtorsFollowing extensive investigations into the identity and status of intragroup companies and debtors, norealisations are expected to be made from these book debts. For further details please see the previotis report.

2.4. Other matters2.4.1. Third partyfunds

Us’

On appointment, the Administrators transferred £159,284 to us, belonging to non-assenting shareholders ofthe Company who did not claim the funds they were due when the Company was sold to USI in 1999. As,discussed in our previous progress report, legal advice was obtained and confirmed that the Company has noentitlement to these funds and they do not form part of the Company’s assets for the benefit of creditors.

However, we do have a duty to properly deal with these funds. In accordance with the Companies Act 2006, weare required to pay the funds into court, to safeguard any future claims by non-assenting shareholders.

As stated in our previous progress report, it was anticipated that our reasonable expenses in dealing with thesefunds would be met from the funds themselves.

During the period, an application to pay these funds into court was made. The court ordered that ourreasonable expenses of dealing with these funds in the sum of £10,278.29 could be met from the ftindsthemselves. These expenses included our time costs, legal fees and advertising costs. The net ftinds of£149,005.7; have been paid into court under the terms of the court order. These receipts and payments arereflected within Appendix A.

StagWe were advised by the former Company Secretary that £38,922 potentially belonging to non-assentingshareholders of Stag was being held in a bank account in the Company’s name. This related to the Company’sacquisition of Stag in 1992.

Stag is now a dissolved company and after seeking legal advice, we established that although these funds do notbelong to the Company, we should take appropriate steps to also deal with them. The funds have therefore beentransferred to us but do not form part of the Liquidation estate for the benefit of creditors.

Following legal advice that these hinds should be paid into court via the same process as the USI funds, we havemade one further attempt to trace non-assenting shareholders by advertising for claims. The deadline forclaims was 14 August 2015. No claims were received and therefore an application to pay these hinds to courtwas made.

The court ordered that our reasonable expenses of dealing with these funds in the sum of £9,298.07 could bemet from the hinds themselves. These expenses include our time costs, legal fees and advertising costs. The netfunds of £29,623.56 have been paid into court under the terms of the court order. These receipts and paymentsare reflected within Appendix A.

2.4.2. Statutory and compliance

As the administration and the liquidation of the Company have been dealt with by office holders from differentfirms, information relating to the Company’s affairs has been passed from the Administrators to theLiquidators. Additional information has also needed to be requested from time to time particularly in relationto the tax position.

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During the period, the corporation tax return and computation was submitted for the period ending 28 May2015. There was no liability payable. The next return for the period ending 28 May 2016 is due to be submittedno later than 2$ May 2017.

Additional work has been undertaken to obtain fee approval for the office holders. A remuneration report wasprepared and circulated to creditors after the period end. A creditors meeting to seek this approval has alsobeen rearranged for 1 August 2016 at roam at the offices of PricewaterhouseCoopers LLP, Benson House, 33Wellington Street, Leeds, LS1 4JP. See section 4.2 for further details of this meeting.

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3. Outcomefor creditors

3.1. Secured creditorsThe Company has no secured creditors.

3.2. Preferential creditorsThe Company has no known preferential creditors.

3.3. Unsecured creditorsWe think a dividend of about 0.03% (or O.03p/L) will be paid to the unsecured creditors based on what weknow currently.

We’ve calculated this on the estimate of the unsecured creditors included in the statement of affairs provided tothe Administrators. This estimate depends on future liquidation costs and finalising claims from unsecuredcreditors and is only an indication. You shouldn’t use it as the main basis for any bad debt provisions.

As per the directors’ statement of affairs prepared for the administration, unsecured claims totalled c. £194million.

Of the statement of affairs value, c. £103 million is believed to be due to intercompany creditors. We haveestablished that a number of these companies have been dissolved. It will therefore be necessary for us to writeto the GLD to ascertain whether it wishes to claim in the liquidation in respect of these intercompany creditors.

Ifyou have not yet submitted a claim in the liquidation and would like to, please complete theenclosed statement ofclaimform and return to Luke Wolf, PricewaterhouseCoopers LLP,Benson House, 33 Wellington Street, Leeds, LS; 4JP, along with any supporting documents tosubstantiate your claim.

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4. Liquidators’fees andprofessionalcosts

4.1. Professional advisorsOn this assignment we have used the professional advisers listed below.

Name ofBasis of fee Amount paid inprofessional Nature ofwork Reason selectedarrangement period ()adviser

Eversheds LLP Legal advice Expertise Time cost basis 11,736.42

Legal advice —rent Expertise andGordons LLP . previous ‘lime cost basis 1,335.00held in escrow involvement

Our choice was based upon our perception of the advisers’ experience and ability to perform this type of work,the complexity and nature of the assignment and the basis of the fee arrangement with them.

4.2. Liquidators’ remunerationIn the circumstances of this case it is fbr the unsecured creditors to determine the basis of our remunerationand certain categories of disbursements. The unsecured creditors have been provided with the relevantinformation and explanations regarding our remuneration and disbursements. The unsecured creditors havebeen invited to attend a General Meeting to vote on our fees and disbursements.

Ifyou did not receive this correspondence then please contact Luke Wolf, atPricewaterhouseCoopers LLP, Benson House, 33 Wellington Street, Leeds, LS1 4JP, or on 0113289 4254.

4.3. Liquidators’ disbursementsCategory 1 disbursements are costs where there is specific expenditure directly relating to the liquidation andpayment is made to an independent third party. These may include advertising, room hire, storage, postage,telephone charges, travel expenses and equivalent costs reimbursed to the liquidator or his or her staff.Category 1 disbursements can he drawn without prior approval.

Category 2 disbursements are costs that are indirectly related to the liquidation but payment is not to anindependent third party. They may include shared or allocated costs that can be allocated to the liquidation on aproper and reasonable basis, for example, business mileage. Category 2 disbursements may be drawn if theyhave been approved in the same manner as a liquidators’ remuneration.

Category i disbursements

We have incurred Category 1 disbursements of £185 (excluding VAT during the period. No Categoiy 1disbursements have been drawn to date.

Category 2 disbursements

We have incurred £2 (excluding VAT) of Category 2 disbursements during the period. Approval to drawdisbursements of this nature will be sought at the creditors meeting as mentioned above.

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4.4. Statement ofexpensesPlease see Appendix B for information in relation to the Liquidators’ expenses incurred in the period covered bythis report.

The statement excludes any potential tax liabilities that maybe payable as an expense of the liquidation in duecourse because amounts due will depend on the position at the end of the tax accounting period.

4.5. creditors’rightsCreditors have the right to ask for more information within 21 days of receiving this report as set out in Rule4.49E of the Rules. Any request must be in writing and can be made to Luke Wolf at PricewaterhouseCoopersLLP, Benson Hotise, 33 Wellington Street, Leeds, LSi 4JP. Creditors can also challenge the Liquidators’ feesand expenses within eight weeks of receiving this report as set out in Rule 4.131 of the Rules. This informationcan also be found in the guide to fees at:

httD://www.icaew.com/ /media/corporate/files/technical/insolvency/creditors%2otiides/creditors%2oguide%2oliquidators%2ofees%2ofinal.ashx

You can ask for a copy free of charge by calling Luke Wolf on 0113 289 4254.

Joint Liquidators’ second progress report 26 July 2016CRS Old Limited 10

Appendix A. - Summary offinanciat information

URSOId L,,nited - m creditors’voluntai’y liquidationSr. in in ary of flu alit tat in form atiou. as at 28 Ma. 2016

Appendix A

Receipts

Business rates refund

Sale ofhusiness (administration related)

13.,nk interest gross

l’rior appointee balance (administration)

laraochold properly Nottingham

Tan losses

‘las losses— contribution to costsBalance from former administrator — liSt l’Iumbing limitedshareholder frauds

Third party funds - Stag Furniture licldiugs Limited

Total forth.,pei’i.)d fuoun

appI) into) cut to

‘28 May ‘2015

11,421.42

35,000.01) 35,000(t))

1499.05

74:1.81

2:1:1:11 %

‘7 2 4t. 22

1 140.0:1

Paym mis

F, rmer rd n,i ui.strato rs pm appointment tees

F,,rmer adnsinistrato rs’ pre appointnsent expensesAdvertising costs

Agents’ fee (administration)

Liquidco,rrs’ fees

liquidators’ disbursements

lgal fees

ITS] Plumbing Linsited shareholder funds (note)

Payment itto courtLiquidators’ costs

Legal fees

Advertising costs

Stag Furniture ttoldings t.imiterl shareholder funds (tunIc)

l5avmcnt into court

Li5uidat,,rs’ costs

Legal fees

A,lv e rtising er,sls

(13,071.42) (13,071.42)

(1 19.0t15.7t) (149,005.70

(735.04) (7:15111)

(2r),t,2:l.5tr) (2m).tm:3.,56)

(4.31.114) (2.13 1.11,3) (:t,i:l2.t,’7)

Ct .11:18.00)

(:367.20)

(333.40)

(900.00)

(lo(,,4q8.26)

(650.00)

(1— ,00)t.00)

(141)0)15.7 t)

(4, 18.25)

(4,825.00)

(‘ 35.04)

(ar),I,2:l.5 6)

Cast, at bank

Available to unsecured creditors

t.’nsecurcd creditors (estimatc’)

261,485.02 (72,1:32.3 I) 18r,352.7 I 63,592.54

63,5112.54

Dividend for unsecured creditors (estimate)

NOTES

A/ljiqures are stated as e.vclssim:e oil/A ‘C

P/cost note al/funds we eurre,atly held in a J*avc’l’ays 1*ank interest heari,rc; Iteevrlint - ‘!‘Irc’ ititerest ‘cIte upplic’c,bie is v.10(3!’,, -

Slit’ Liqu ic/aloes ‘fees hare 1,01 yet been aq iced by the qenerrml body rrfereditrrr’s hut are s/mown as the aim’s,, Is proposed tel be thaw,,.c351515 aqrtcd by the Pourl as deductiblcJrom these tlmirdpartyfi)tmds.

joint Liquidators’ second progress reportCRS Old Limited

0.03 p/f

26 .July 2016

Movenuent illthe period

I otal Estinu ated Direr’tors’or. tc’on. c stateni cut c,f

affairs

£ £ E£ £

11,421.42- 11,42)42

:35,00)1.00 — 35,000.0))

4’)5. 5 1o:1.:3 1,4 99.tt 533.81

- 71:1.8)- 12:1:13187 )23,331.8

17,24:3.22- 17,24:3.22

1,140.03- 1,14)1.0:1

Lncer I a in

159,284.00 - I59,284.)))) 159,284.00 -

:38,921.63 — :38,921.63 :38,121.6:1 —

264,249.86 124,335.17 :188,585.11% 388,585.03 35,0(10.0(1

(i .11:38.))))

(367.20)

— (1.1)360)))

- (:36” .20)

(3)3.40) (3:33.40)

(900 .00) — (goo.oo)

VAT c,,ntr,,l account

- -- (5,196.75)

- -- (3,376.00)

- (725.32) (72532) (—25:32)

(2,:los .2t)) (lc)3 494.45) (195,799.65) (324,992.49)

H

Appendix B. - Slatement ofexpenses

The Rules requires this progress report to include a statement of expenses incurred by the Liquidators duringthe period of the report, irrespective of whether payment has been made or not. This relates to all costsincurred, and not just the Liquidators’ disbursements. Such a summary of expenses is found below:

Unpaid expenses as Incurred in the Unpaid expensesCategory at 29 May 2015 period Paid in the period as at 28 May 2016

£ £ £ £Legal fees:

-Gordons LLP - escrow administration 1,33500 - 1,335.00 -

-Eversheds fees - general legal advice 15,730.00 - 11,736.42 3,993.58Lquidators Category i disbursem ents:Statutory advertising 75.82 - - 75.82Bonding 225.00 -

- 225.00

Postage 6.15 13.00 - 19.15

Rail fares 13.80 i6o.oo - 173.80

Taxi fares 7.00 -- 7.00

Printing- 2.00 - 2.00

Search fees 57.00 12.00 - 6g.oo

Total 17,449.77 187.00 13,071.42 4,565.35

Notes:

i. This schedule provides an estimate of expenses incurred. Any balance that remains unpaid as at the date ofthis report is yet to be finalised and may therefore be subject to adjustments before final payment.

Joint Liquidators’ second progress report 26 July 2016CRS Old Limited 12

Appendix C. - Statutory information

Company

Registered number

Registered address

Type of insolvency

Date of appointment

Appointees

Address

Details ofprior administration

Estimated dividend for unsecured creditors

CRS Old Limited (formerly The Spring Ram Corporationlimited)

01398977

Benson House, 33 Wellington Street, Leeds, LSi 4JP

Creditors’ Voluntary Liquidation

29 May 2014

Stephen Andrew Ellis and Toby Scott Underwood

PricewaterhouseCoopers LLP, Benson House, 33Wellington Street, Leeds, LSi 4JP

John Titley, Julien Irving and Conrad Beighton ofLeonard Curtis Recovery Limited, Tower 12, 18/22Bridge Street, Spinningfields, Manchester, M3 3BZappointed on 7 february 2014 and ceased to act onappointment of the Liquidators.

L0/

______

Joint Liquidators’ second progress reportCRS Old Limited

26 July 2016

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CR5 Old Limited - In Creditors’ Voluntary Liquidation

Statement of claim form

Name of creditor

2 Address for further correspondence

3 Limited Company Registration Number

or

Proprietors name & home address(to be used only for correspondence should items bereturned by the_Royal_Mail_for the above_address)

4 Total amount of your claim, including any ValueAdded Tax, as at the commencement of theliquidation. £

5 Please provide details of any documents thatsubstantiate your claim, including, whereapplicable, details of any reservation of title inrespect of goods to which the debt relates.

Please also provide details of the goods andservices provided and, if relevant, attach astatement of account.

6 Give details of whether the whole or any part of Categorythe claim falls within any (and if so which) of thecategories of preferential claims under section386 of, and schedule 6 to, the Insolvency Act1986. Amount (s) claimed as preferential £

7 If you have security for your debt, please providedetails of the type and value of the security andthe date it was given. Please also provide detailsof how you have valued your security.

8 Signature of creditor or person authorised to acton behalf of the creditor

Name in block capitals

Date

Position with oi’ relation to the creditor (e.g.director, company secretar , solicitor)

/CVL1 201 ci