Reinstating Management Company - Apartment Block

S

Saudi

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Hi

Wondering if anyone could help me. I'm the owner of an apartment and the management company that was set up to run the common areas of the apartment block was struck off the company register, 5 years ago, for failing to file accounts.

It turns out it never once filed accounts and the Common Areas were never transferred to the management company.

The residents in the apartment block have been running an adhoc management committee, paying block insurance etc. since the company was struck off. This is obviously not a long term solution and it is difficult to sell any of the apartments in this situation.

I understand the process for re-instating struck off companies, where they have been struck off for over a year, is quite an expensive on and involves a high court application. Is there another solution?? Has anyone any experience of this? I'd appreciate any help.

Thanks

Saudi
 
Can't really give you any info - I am sure someone else here will be able to help you out but I do know that these things are an awful mess, take a lot of work and yes, its expensive - plus you are correct - you won't sell the properties ----- best bet is to get yourself to a solicitor pronto --- it will take time, believe me, this much I do know! And the court application is involved!
 
Cheers Aimee, have been holding off the solicitor route until I've researched it properly to find out the most cost effective method. A couple of the apartments have sold but at a serious undervalue.

Have you been involved in a similar problem?
 
Saudi said:
Cheers Aimee, have been holding off the solicitor route until I've researched it properly to find out the most cost effective method. A couple of the apartments have sold but at a serious undervalue.

Have you been involved in a similar problem?
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I have not personally be in the situation but do know of the problems involved when this happens. Unfortunately as you say - selling at an undervalue - which amazes me you even managed to sell - but there ya go and also beware that you are open to being sued too with problems like this if any of the apartments are owned by other parties who wish to sell - please make sure to take advice, unfortunately I feel its the only way - you will need to see a solicitor - now maybe someone has dealt with it in another way but I really don't see how.
 
I looked at this before for a client and dug around for the answer. This is an extract from Company Formation Ireland - CBF - google it and it will show up. I have no affiliation with them but if they're doing it on a regular basis...........

The apartment owners need to educate themselves about obligations, responsibilities etc.,etc and it might be worth your while to talk to an independent solicitor to get some general advice. As a rule, I would shy away from this kind of work because I find that a lot of the time the people I am being asked to advise are shirty, annoyed at having been landed in this situation and very resentful at having to pay my fees.



High Court Restorations (Dissolved more than 1 year)

Where a company has been struck off for more than one year, an application to the High Court must be made to reinstate that company. Company Bureau's fee for this service is only €2,900 +VAT. This fee includes Solicitor, Barrister, Chief State Solicitor, Companies Office and Revenue Commissioner Legal Fees, High Court Fees and all ancillary Fees and expenses. Please note fees for the filing of outstanding Annual Returns are additional.



mf
 
Thanks guys. I'm trying to avoid the High Court route, also think there may be a problem because the common areas were never taken in charge by the management company in the first place.
 
I don't think you have any choice here. I don't think there is any alternative.
If the original Management Company has been dissolved and if they own the common areas and the ultimate freehold interest in the block, you have to re-instate the company.

Its the High Court or nothing. In which case nothing gets resolved.

mf
 
Hi Mf, the common areas were never transferred to the management company so I was wondering if there was a way of setting up a new company to take the common areas in charge.
 
I don't think so.There is a fairly standard conveyancing mechanism which outlines what is to happen so in the Title Deeds there will be a Contract for the sale of the Common Areas from the Developer to the Management Company - I don't believe that the Developer can unilaterally decide not to sell to the now dissolved Management Company.

I genuinely do not think you have any choice here and you need very specific legal advice which is going to cost money.

mf
 
I agree completely with mf1, unfortunately there is no cheap or easy way out of this.
 
I am in the middle of this process at the moment. As stated already - it is complex and expensive.

One point I don't think was mentioned is that audited accounts will have to be submitted for all the missing years. This is the stage I am at now.

I am told that the overall costs will include :

(1) Solicitors fee
(2) Barristers fee
(3) Cost of audited accounts
(4) CRO costs
(5) CRO fine
(6) Court Fine (may not be imposed if there is no fraudulent intent etc).

Be aware that there may also be problems over any insurance claims in the meantime.


I have also asked if there is any simpler way to handle this, once the company has been reinstated. So far, I have been told that this is still the most practical way. The common areas cannot be transferred to any other entity or company until the original one has been reinstated (tried that one too !)
 
cro.ie said:
The consequences of strike off are very serious for a company that is still trading:
  • The assets of the company become the property of the State on dissolution of the company;
  • The company ceases to exist as a legal entity with effect from the date of strike off and dissolution;
  • The protection of limited liability is lost with effect from that date, and if the business formerly carried on through the company is continued, the owners are trading in their personal capacity;
  • Banks should be unwilling to lend money to an entity which has, effectively, ceased to exist;
  • There can also be unpleasant consequences for directors of such companies in that a disqualification order may be made against them by the High Court on the application of the Director of Corporate Enforcement.
While it is possible in most instances to have a company restored to the register, this can be an expensive procedure.
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It the company was struck off by the CRO for non filing of returns, any property is then vested in the Minister for Finance (ie reverts to the state) as the company no longer exists.

If the property is now technically in the states hands, can you seek to have it come under local authourity control? Maybe it can be purchased from the state for a nominal sum, say €1?

Prehaps your new landlord, Mr. B. Cowen will sort you out now. :D
 
Euro and MF thank you very much.

Eurodilbert any advice re solicitors to use, process of sorting out accounts etc would be very helpful, no problem if it's too much hassle but if you could email me at (x) I'd really appreciate it.

Cheers Euro
 
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Saudi,

I will email you later. In the meantime, I suggest you edit out your email address - to avoid spam (I have noted the address).

eD
 
Saudi said:
Hi Mf, the common areas were never transferred to the management company so I was wondering if there was a way of setting up a new company to take the common areas in charge.
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did you ever get a satisfactory response to this problem
 
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