Wren Turbines UK Ltd - Meeting of Creditors Liquidation Notices - Section 98
#28
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JETMANUK
Please stop copying all that stuff from wherever you are getting it from. The simple truth seems to be that Mike Murphy is setting up a new company and he intends to help support wren owners. This is good news
Please stop copying all that stuff from wherever you are getting it from. The simple truth seems to be that Mike Murphy is setting up a new company and he intends to help support wren owners. This is good news
#30
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I am confused as to how the alleged new site constitutes fraud. None of the links work. Do you have any other evidence to support your claims? I don't think anyone can make an assessment of Wren or it's successors actions or intentions without a little more evidence.
Maybe wait and see what they actually do before posting such slop.
Maybe wait and see what they actually do before posting such slop.
Source: http://www.mondaq.com/x/86896/Corpor...enix+Companies
In the current economic climate, it is not uncommon for distressed businesses to be restructured through insolvency; the idea being to emerge in a leaner and more robust form albeit trading under a similar name. It is therefore timely to recall that this "phoenix" phenomenon brings special liability risks for directors of such companies.
Section 216 of the Insolvency Act (IA) 1986 (the Act) and the supplementary Insolvency Rules (IR) (the Rules) address so-called "Phoenix" companies. This is where the business activities of an insolvent company are continued by the directors using the vehicle of a new company, often trading under the same or a similar name, and using the old company's assets and exploiting its goodwill.
Criminal liability
Such situations can lead to heightened exposures for directors of such companies. Under s216 IA, entitled "Restriction on Re-use of Company Names", it is a criminal offence for a director of an insolvent company, without the leave of the court, to reuse that company's name (or a similar name) for another company in which he is a director, within five years of the insolvency. The prohibition extends to any person who has been a director of the insolvent company in the period of 12 months ending on the day before the date of liquidation - s216(1) IA. A director in breach of s216 and who does not fall within one of the exemptions is exposed to criminal liability, and risks imprisonment and/or a fine[SUP]1[/SUP].
etc....
Civil liability
In addition, s217 IA 1986 imposes civil liability for a breach of s216, and holds an offending director personally liable for all the relevant debts of the prohibited named company, if at any time he is involved with the management of that company[SUP]2[/SUP]. Furthermore, the court has no discretion to discharge or limit the liability, and there is no right of contribution between the person liable and the company. In effect, s217 imposes strict liability on directors who have breached the provisions of s216. It is, for example, no defence for the director to maintain that the breach of s216 was "innocent", i.e. committed without intent to damage the interests of the company's creditors. Nor indeed is it any defence for the directors to argue that the creation of the new company was in the creditors' best interests even if in fact that was the case.
Limited exceptions
There are only three exceptions to the s216 prohibition. The first arises where a director applies to the court within seven days from the date on which the first company goes into liquidation for permission to use that company's name.[SUP]3[/SUP] The second exception relates to a situation in which the successor company has already been trading by the prohibited name for a period of 12 months at the point when the insolvent company goes into liquidation[SUP]4[/SUP]
The third exception derives from IR 4.228. In order for this exception to apply, the successor company must acquire the whole or substantially the whole of the business of the insolvent company under arrangements made by an insolvency practitioner acting as its liquidator, administrator or receiver. Under this procedure, the successor company must give notice in prescribed form to all the company's creditors within 28 days of completion of the transaction. In addition, the rule requires that notice be published in the Official Gazette. Significantly, if this procedure is not followed, there does not appear to be any provision in the insolvency rules for retrospective permission to be conferred. The only option available to the directors in these circumstances appears to be to apply to the court under s216(3) IA for leave to continue using the prohibited name. If, however, the new company becomes insolvent in the meantime, the director may still face civil claims.
Implications
The vice at which ss216 and 217 IA was aimed was the Phoenix Company Syndrome under which directors would intentionally collapse one company and create another in order to defraud creditors. It should be noted that the combined effect of ss216 and 217 goes beyond this and, in effect, creates a strict liability regime where there has been non-compliance. The courts have made it clear that there is no requirement for there to have been prejudice to the creditors resulting from the conduct in question. In, for example, Ricketts v Ad Valorem Factors Ltd [2003] EWCA Civ 1706; [2004] 1 All E.R. 894 where the successor company was trading under a similar name to that of the failed company, the issue was whether the successor company's name was a prohibited name for the purposes of s216. In this case there was no transfer of assets as an undervalue from the failed to the successor company. There was no evidence that the companies were used to incur debts and avoid payments nor was there any evidence that creditors of the failed company had been misled by the similarity of the two names. Despite all this, the court found that s 216 had been breached and, accordingly, the director was liable for all the debts of the successor company.
Conclusion
The "anti-phoenix" provisions of the IA are widely drafted, with plenty of room for interpretation by the courts. In the current economic situation, company directors and advisers should take heed of the provisions contained within s216 and s217 IA 1986, and take care in their application of the limited exceptions provided for in the Insolvency Rules. The growing number of cases which are coming before the courts illustrates the increasing awareness of the provisions, their consequences (both criminal and civil), and the readiness of creditors and liquidators to utilise them.
Given the current economic climate, it is more important than ever that company directors are aware of the effect of the anti-phoenix provisions contained in ss216 and 217 of IA 1986. Given the strict liability nature of these provisions, directors who are in breach (and especially those with access to D&O liability insurance) will make very tempting targets for liquidators. The fact that there is little, if any, defence to a claim under s217 places it in a different category from the more typical wrongful trading and/or misfeasance claim, the outcome of which, from a liquidator's standpoint, can often be much more uncertain. As more and more companies are buffeted by poor economic conditions, directors who are genuinely interested in maintaining their business in a new company need to be aware of the risks associated with ss216 and 217. Otherwise, they risk being burned by the phoenix.
In the current economic climate, it is not uncommon for distressed businesses to be restructured through insolvency; the idea being to emerge in a leaner and more robust form albeit trading under a similar name. It is therefore timely to recall that this "phoenix" phenomenon brings special liability risks for directors of such companies.
Section 216 of the Insolvency Act (IA) 1986 (the Act) and the supplementary Insolvency Rules (IR) (the Rules) address so-called "Phoenix" companies. This is where the business activities of an insolvent company are continued by the directors using the vehicle of a new company, often trading under the same or a similar name, and using the old company's assets and exploiting its goodwill.
Criminal liability
Such situations can lead to heightened exposures for directors of such companies. Under s216 IA, entitled "Restriction on Re-use of Company Names", it is a criminal offence for a director of an insolvent company, without the leave of the court, to reuse that company's name (or a similar name) for another company in which he is a director, within five years of the insolvency. The prohibition extends to any person who has been a director of the insolvent company in the period of 12 months ending on the day before the date of liquidation - s216(1) IA. A director in breach of s216 and who does not fall within one of the exemptions is exposed to criminal liability, and risks imprisonment and/or a fine[SUP]1[/SUP].
etc....
Civil liability
In addition, s217 IA 1986 imposes civil liability for a breach of s216, and holds an offending director personally liable for all the relevant debts of the prohibited named company, if at any time he is involved with the management of that company[SUP]2[/SUP]. Furthermore, the court has no discretion to discharge or limit the liability, and there is no right of contribution between the person liable and the company. In effect, s217 imposes strict liability on directors who have breached the provisions of s216. It is, for example, no defence for the director to maintain that the breach of s216 was "innocent", i.e. committed without intent to damage the interests of the company's creditors. Nor indeed is it any defence for the directors to argue that the creation of the new company was in the creditors' best interests even if in fact that was the case.
Limited exceptions
There are only three exceptions to the s216 prohibition. The first arises where a director applies to the court within seven days from the date on which the first company goes into liquidation for permission to use that company's name.[SUP]3[/SUP] The second exception relates to a situation in which the successor company has already been trading by the prohibited name for a period of 12 months at the point when the insolvent company goes into liquidation[SUP]4[/SUP]
The third exception derives from IR 4.228. In order for this exception to apply, the successor company must acquire the whole or substantially the whole of the business of the insolvent company under arrangements made by an insolvency practitioner acting as its liquidator, administrator or receiver. Under this procedure, the successor company must give notice in prescribed form to all the company's creditors within 28 days of completion of the transaction. In addition, the rule requires that notice be published in the Official Gazette. Significantly, if this procedure is not followed, there does not appear to be any provision in the insolvency rules for retrospective permission to be conferred. The only option available to the directors in these circumstances appears to be to apply to the court under s216(3) IA for leave to continue using the prohibited name. If, however, the new company becomes insolvent in the meantime, the director may still face civil claims.
Implications
The vice at which ss216 and 217 IA was aimed was the Phoenix Company Syndrome under which directors would intentionally collapse one company and create another in order to defraud creditors. It should be noted that the combined effect of ss216 and 217 goes beyond this and, in effect, creates a strict liability regime where there has been non-compliance. The courts have made it clear that there is no requirement for there to have been prejudice to the creditors resulting from the conduct in question. In, for example, Ricketts v Ad Valorem Factors Ltd [2003] EWCA Civ 1706; [2004] 1 All E.R. 894 where the successor company was trading under a similar name to that of the failed company, the issue was whether the successor company's name was a prohibited name for the purposes of s216. In this case there was no transfer of assets as an undervalue from the failed to the successor company. There was no evidence that the companies were used to incur debts and avoid payments nor was there any evidence that creditors of the failed company had been misled by the similarity of the two names. Despite all this, the court found that s 216 had been breached and, accordingly, the director was liable for all the debts of the successor company.
Conclusion
The "anti-phoenix" provisions of the IA are widely drafted, with plenty of room for interpretation by the courts. In the current economic situation, company directors and advisers should take heed of the provisions contained within s216 and s217 IA 1986, and take care in their application of the limited exceptions provided for in the Insolvency Rules. The growing number of cases which are coming before the courts illustrates the increasing awareness of the provisions, their consequences (both criminal and civil), and the readiness of creditors and liquidators to utilise them.
Given the current economic climate, it is more important than ever that company directors are aware of the effect of the anti-phoenix provisions contained in ss216 and 217 of IA 1986. Given the strict liability nature of these provisions, directors who are in breach (and especially those with access to D&O liability insurance) will make very tempting targets for liquidators. The fact that there is little, if any, defence to a claim under s217 places it in a different category from the more typical wrongful trading and/or misfeasance claim, the outcome of which, from a liquidator's standpoint, can often be much more uncertain. As more and more companies are buffeted by poor economic conditions, directors who are genuinely interested in maintaining their business in a new company need to be aware of the risks associated with ss216 and 217. Otherwise, they risk being burned by the phoenix.
Last edited by jgracco; 08-11-2015 at 05:20 AM.
#32
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WREN TURBINES LTD, United Kingdom here.
Thank you "The Bush" for your considered reply to our situation.
Wren Turbines Ltd very rarely makes announcements on forums - this is my own personal "first" & only post - directed at Jetmanuk - Big Al - from Torquay.
Read the link below Jetmanuk & explain to members of R C Universe why you are so determined to destroy Wren Turbines Ltd. We employed you as our web designer & engine builder - you trash us & sneer at us but you use the work that we paid you to do for Wren Turbines to advertise your own business. I think the word I am looking for is vindictive hypocrite.
http://www.alanwheeler.co.uk/
Thank you "The Bush" for your considered reply to our situation.
Wren Turbines Ltd very rarely makes announcements on forums - this is my own personal "first" & only post - directed at Jetmanuk - Big Al - from Torquay.
Read the link below Jetmanuk & explain to members of R C Universe why you are so determined to destroy Wren Turbines Ltd. We employed you as our web designer & engine builder - you trash us & sneer at us but you use the work that we paid you to do for Wren Turbines to advertise your own business. I think the word I am looking for is vindictive hypocrite.
http://www.alanwheeler.co.uk/
Jetmanuk what axe have you to grind ? research the supposed rules as much as you like.
I don't think you have a grasp on how business can turn bad through no fault of your own,
Most companies that go into liquidation can be due to circumstances out of there control and no fault of their own.
Ie none payment by a major customer or let down by a major customer (gov / educational dept etc) because of a change of plan etc. Shareholders want out ( due to retirement or disagreement etc)
Lets all jump on the band wagon and kick them while they are down why not !!!! ---- normal crap that those that don't have a clue join in on !!!!!
I have always had excellent service from Wren and hope they can move on and be successful and wish them all the best.
I don't think you have a grasp on how business can turn bad through no fault of your own,
Most companies that go into liquidation can be due to circumstances out of there control and no fault of their own.
Ie none payment by a major customer or let down by a major customer (gov / educational dept etc) because of a change of plan etc. Shareholders want out ( due to retirement or disagreement etc)
Lets all jump on the band wagon and kick them while they are down why not !!!! ---- normal crap that those that don't have a clue join in on !!!!!
I have always had excellent service from Wren and hope they can move on and be successful and wish them all the best.
#33
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personally I have nothing but good things to say about wren and I know plenty of other wren owners that all think the same, I am sure that wren will continue the first class service that I and others I know have always received, I wish them well and I am sure that they will continue to prosper and improve what is already a great company to deal with, when I wanted a new turbine I did not even think of going else ware if I had had a bad service from them I would not have done that.
I will just use their product and let them sort out the company.
I will just use their product and let them sort out the company.
#34
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personally I have nothing but good things to say about wren and I know plenty of other wren owners that all think the same, I am sure that wren will continue the first class service that I and others I know have always received, I wish them well and I am sure that they will continue to prosper and improve what is already a great company to deal with, when I wanted a new turbine I did not even think of going else ware if I had had a bad service from them I would not have done that.
I will just use their product and let them sort out the company.
I will just use their product and let them sort out the company.
#37
Mike Murphy contacted me earlier this week as Wren is considering utilizing KingTech connections to the Xicoy ECU. We are sending Wren a set of cable and board free of charge to encourage the two makers to standardize our turbine connections.
All the best to Wren!
All the best to Wren!
#38
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We had an Wren 54 SS, runs absolutely perfect for 52 hs!!!!
i used support of Wren-UK and USA, to service and parts, they are absolutely amazing!!!!
All guys and girls, hope the best for Wren!!!!!
jose
i used support of Wren-UK and USA, to service and parts, they are absolutely amazing!!!!
All guys and girls, hope the best for Wren!!!!!
jose
#43
My Feedback: (4)
Best wishes for Wren Jet Engines. I am very happy to see there is some positive news and I am looking forward to seeing a fast conclusion to the restructuring. The last two Wrens I've owned (including my current Wren) have been fantastic jet engines. Completely satisfying ownership experience.
#45
All the Best to Wren Turbines / Mike Murphy and Co for the future. Their engines and customer service are superb and I will definitely be ordering more turbines with them again in the future.
Jason C
Jason C
#47
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Hello - I am a business consultant with over 30 years experience. I have registered for this forum specifically to explain the position regarding Wren Turbines Limited. I was retained by the directors of Wren to assist them in this difficult time and it is indeed true that the company has convened a meeting of creditors. The directors have committed to ensuring that no customer will lose as a result of this situation. In reading this thread it is apparent that jetmanuk has a particular axe to grind. You should know that he is an ex-employee and, as such, is in breach of various confidentiality and copyright laws. I am taking legal advice regarding those breeches.
As far as his espousal regarding the 1986 Insolvency Act I have been involved in that area of the law for over three decades. I would not allow my clients to be in contravention of these laws. I would suggest that my knowledge in that area is somewhat deeper than that shown by jetmanuk. It is to be regretted that he has chosen a faceless medium such as this forum to distribute his venom.
Wren Turbines Limited will go into liquidation on 20th August. There is absolutely nothing illegal about the directors opening another business which is called M & L Precision Engineering Limited. It would be illegal at this time for any of the directors to be running another company with a similar name to Wren Engineering Limited and I have ensured that is not the case. I know Section 216 (re-use of company name) a great deal better than jetmanuk who has simply copied and pasted something he probably found on the Internet. I spend my life working through Section 216 and its implications. I would suggest he finds something better to do with his time or he may end up having to explain why he is using Wren copyrighted material on his own website!
I was at the Wren factory very recently and I am working with the directors to ensure that there is continuity of supply and warranty cover for owners of Wren engines.
I hope this message settles any misgivings any of you may have and you can be sure I will be taking a particular interest in jetmanuk.
As far as his espousal regarding the 1986 Insolvency Act I have been involved in that area of the law for over three decades. I would not allow my clients to be in contravention of these laws. I would suggest that my knowledge in that area is somewhat deeper than that shown by jetmanuk. It is to be regretted that he has chosen a faceless medium such as this forum to distribute his venom.
Wren Turbines Limited will go into liquidation on 20th August. There is absolutely nothing illegal about the directors opening another business which is called M & L Precision Engineering Limited. It would be illegal at this time for any of the directors to be running another company with a similar name to Wren Engineering Limited and I have ensured that is not the case. I know Section 216 (re-use of company name) a great deal better than jetmanuk who has simply copied and pasted something he probably found on the Internet. I spend my life working through Section 216 and its implications. I would suggest he finds something better to do with his time or he may end up having to explain why he is using Wren copyrighted material on his own website!
I was at the Wren factory very recently and I am working with the directors to ensure that there is continuity of supply and warranty cover for owners of Wren engines.
I hope this message settles any misgivings any of you may have and you can be sure I will be taking a particular interest in jetmanuk.
#48
I think jetmanuk has been sniffing Jet 1 for just too long !
Good luck to Mike and Leonie and to the long time success and prosperity of their company.
David.
( A happy Wren owner who recognises Mike's enormous contribution to model jet gas turbines.
Good luck to Mike and Leonie and to the long time success and prosperity of their company.
David.
( A happy Wren owner who recognises Mike's enormous contribution to model jet gas turbines.