Insolvency Notices

Company

PIRTON FARMS LIMITED

Notice Type
Resolutions for Winding-up
Publication date
22/05/2018
Edition
The London Gazette
Notice ID
3032723
Notice Code
2431

THE INSOLVENCY ACT 1986 AND THE COMPANIES ACT 2006

COMPANY LIMITED BY SHARES

RESOLUTIONS

(PURSUANT TO SECTION 283 (1) OF THE COMPANIES ACT 2006 AND 84(1) (B) OF THE INSOLVENCY ACT 1986).

PIRTON FARMS LIMITED

(Company Number 02009057)

(“the Company”) Registered in England & Wales

Registered office: Barton Hill Farm, Barton Hill Road, Streatley, Luton LU2 8NF

Principal trading address: Trading Address: Barton Hill Farm, Barton Hill Road, Streatley, Luton LU2 8NF

Passed – 16 May 2018

At a General Meeting of the shareholders of the above named company, duly convened and held on 16 May 2018 at 3.00pm at Christchurch House, Upper George Street, Luton, Bedfordshire LU1 2RS the following resolutions were duly passed, the first six resolutions as Special Resolutions and the seventh and eighth as Ordinary Resolutions:-

1. That the Company be wound up voluntarily.

2. That the Joint Liquidators be sanctioned to exercise the powers set out in Schedule 4 Part 1 and Section 165(2) of the Insolvency Act 1986.

3. That the proposed Section 110 of the Insolvency Act 1986 scheme for the reconstruction of the business and assets of the Company as provided for in the draft Reconstruction Agreement made available for inspection by shareholders be and it is hereby approved.

4. That the following agreements as made available for inspection by shareholders but with such amendments as the directors may approve be and they are approved for all purposes (including without limitation Section 190 of the Companies Act 2006 as disposals of non-cash assets to Priors Hill Limited, Rectory Farm Pirton Limited and Pirton Grange Farms Limited, each of which is connected with a director):

a. the Reconstruction Agreement to be made between the Company acting by the Joint Liquidators, the Joint Liquidators, Priors Hill Limited, Rectory Farm Pirton Limited, Pirton Grange Farms Limited and the shareholders of the Company, and

b. transfers of the Company’s land in accordance with the Reconstruction Agreement to Priors Hill Limited, Rectory Farm Pirton Limited and Pirton Grange Farms Limited respectively, and

c. a loan novation agreement to be made between the Company acting by the Joint Liquidators and Pirton Grange Farms Limited.

5. That upon them being appointed pursuant to Resolution 7 below the Joint Liquidators be authorised pursuant to Section 110 of the Insolvency Act 1986, to enter into the said agreements and such other documents (including any deeds) as may be reasonably necessary to carry them into effect on behalf of the Company, subject to adequate provision having been made in respect of all payments, costs, expenses and liabilities which are required by law to be satisfied in priority to such distribution, it being acknowledged that such provision may include an undertaking by the shareholders to indemnify the Joint Liquidators against those liabilities in such form the Joint Liquidators may reasonably require, and any other sanction required by law having been obtained.

6. In accordance with the provisions of the company’s articles of association, the Joint Liquidators be and are hereby authorised to divide amongst the members in specie all or part of the company’s assets.

7. That Robert Day (IP No. 9142) and Lee James Cotton (IP No. 9610) of Robert Day and Company Limited, The Old Library, The Walk, Winslow, Buckingham MK18 3AJ, Tel: 0845 226 7331, E-mail: mail@robertday.biz be and they are hereby appointed as Joint Liquidators of the company for the purpose of the voluntary winding-up and that any act required or authorised under any enactment to be done by the Joint Liquidators may be done by all or any one or more of the persons for the time being holding such office.

8. That the Joint Liquidators’ Remuneration shall be set on the basis of a set amount.

Brian Shaw

Director