Management: UK winds up connected companies after investigation

On 25 November the High Court decided that it was in the public interest that Xorta Management Ltd (“Xorta Management”), Xorta Management (UK) Limited (“Xorta UK”), Xorta Global Marketing & Distribution Limited (“Xorta Global”), Steve Aston Consultancy Ltd (“SAC”) be placed in liquidation.

An investigation by The Companies Investigation Branch (‘CIB’), part of The Insolvency Service, found that

· Xorta Management was under the management and control of a disqualified director;

· Xorta Management owed in excess of £1 million and had only been able to continue to trade through a bank account held by an associated company, Xorta UK.

· The purpose of Xorta Global was to continue the business and avoid the liabilities of Xorta Management, with no consideration being paid for the sale of the Xorta Management business.

· SAC had continued the business of an associated company, without any adequate consideration.

· SAC was closely connected to the Xorta companies and had consistently purchased goods from those companies at cost price, the effect of which had been to reduce the profits of Xorta Management and prevent creditors from obtaining payment.

· Xorta Management and Xorta Global had been abandoned, with no current director being appointed following the resignation of its sole director.

· Each company was found to have failed in its legal obligation to maintain adequate accounting records.

The Chief Registrar, agreed that there was a significant degree of confusion in the management structure of the companies and said there was prima facie evidence to conclude that in the case of Xorta Management and Xorta Global, a disqualified director had been in control of their affairs. In both cases. the director resigned when the investigation started, leaving the companies without an appointed director.