64 deals £1.780 Billion

Dow Schofield Watts llp


 

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PEARLS OF WISDOM

   

RECEIVER SALES

The practical difficulties of purchasing from a receiver:

Speed of response
 

A receiver has to preserve the assets of a company as a going concern.  The business will deteriorate on the appointment of a receiver and may also be losing money.

   
Cash
 

A receiver will almost invariably sell for cash.

   
Suspect data
 

Latest information will not be warranted.  It will be necessary to carry out an investigation to produce projections and the receiver is likely to permit access to employees and records.

   
Supplier attitudes
 

Generally favourable but credit will be hard, the key danger is the monopoly supplier seeking to recoup his losses.

   
Customer attitudes
 

Variable and permission should be sought for direct contact.

   
Retention of title
 

Suppliers will try to continue their claims.

   
Hiving down
 

The receiver transfers the trading assets to a new subsidiary.  The purchaser acquires the shares in the subsidiary and may benefit from tax losses.

   
Redundancy liabilities
 

The Transfer of Undertakings (Protection of Employment) Regulations 1981 state when a trade is transferred so are the liabilities under contracts of employment.  The employees can be dismissed before a sale process takes place, but avoiding TUPE obligations is difficult.

   
Warranties
 

The receiver will not provide warranties.

   
Assets purchase
 

Considerably more straightforward.