Retracting share document via the county court

Retract Companies house SH01 Share document via the county court

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Hello all, 

I have a client who wanted to issue more shares for thier ltd company. The client went ahead and filed an SH01 at companies house. After a week or so they realised that had filed the document incorrectly. Instead of filing an amendment RP form they filed another SH01,  thinking that this would relace the orginal documnet, not adding to the exsiting number of shares. 

We have made the amendments to the original return but now need to remove the second SH01 from the companies hsoue register. I have talked to companies hosue who said that needs to be done via the coutny court. 

I am innexperiance in this area, and wanted to ask if anyone had experiance or guide on how to file this retarction from the county court? I have done some goggling with not much luck. I would have assume that the process would be straight forward, so thought of comming here before going through our expensive legal partner. 

Mnay thanks,

Replies (5)

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RLI
By lionofludesch
05th Sep 2018 10:25

One of the many company registration agents on tinterweb is probably your best bet.

Although - how much is involved ? A few quid or zillions ? It could be cheaper just to issue more shares to arrive at the proportions you originally wanted.

Thanks (1)
Replying to lionofludesch:
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By jay22981
05th Sep 2018 10:36

Thanks for the advice. In short they issued an extra 1 million shares @ .10. Then corrected to 500,000 @ 0.10. Leaving them with 1.5m @0.10 when it should be = 500,000 @ 0.10.

Back to your point do you think it would be easier to to just cancel the shares at companies house to bring the amount down to the correct allotment?

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Replying to jay22981:
RLI
By lionofludesch
05th Sep 2018 10:42

Cancel ? Once they've been allotted, I don't think you can. You'd need a capital reduction, so back to the courts.

Go to the company registration agents.

Whilst there are many good things about Companies House filing, the inability to correct simple errors is a constant source of irritation.

Thanks (1)
Jennifer Adams
By Jennifer Adams
05th Sep 2018 12:44

There is no need to go to court - you have been given the wrong (incomplete) advice
First ... tell your client to leave such important matters to the experts (ie you). None of my clients do anything remotely to do with Co House under fear of a massive telling off by me. They always get it wrong (PSC incorrect completion is the main one)
Second... As I said you dont need to go to the expense of court.
See this article which covers your situation exactly
https://www.accountingweb.co.uk/business/finance-strategy/share-reorgani...
Quote:
"If it can be proved that the intention was for one share and the balance has not been paid, then backed by documentary evidence CH and HMRC usually correct the error and nothing further needs to be done. Evidence is key however, should the authorities not be persuaded, Steve Kesby suggests another method: “If the whole of the share capital were to remain unpaid, you could redenominate it into smaller amounts and then call it all up on terms that mean that any shares that remained unpaid would be forfeited, other than subscriber shares.”
Otherwise the reduction needs to be via the solvency statement route.
The article states what needs to be done under the solvency route

Thanks (1)
Replying to Jennifer Adams:
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By jay22981
05th Sep 2018 13:18

Great thanks for this Jennifer, thanks for your reply has helped a lot. Just in case anyone else reads this feed I just wanted to clarify my end result. In brief I found out, with companies house directly that, you can amend both the SH01's on the register. Correcting the first to the correct amount and then allowing you to correct the second with a 0.00. To do this we send off a RP04 from along with a new SH01 form, for both share issues on the register. If you wanted the share issue totally off the register, so there is no history of this error, we would then apply for a court order. This court order would need to be done via a N208 form, Court fee of £308 and defendant being companies house.

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