Case details for ANDREW RANKINE TAYLOR

Name: ANDREW RANKINE TAYLOR

Name: NRG2 LIMITED

Date of Birth: 8 / 2 / 1955

Date Order Starts: 18 / 10 / 2018

Disqualification Length: 3 Years 0 Month(s)

CRO Number: 05366089

Last Known Address: HIGHFIELD, 306 BARNSLEY ROAD, , , , WAKEFIELD, WF2 6AX

Conduct: That Andrew Rankine Taylor, ("Mr Taylor") caused or allowed NRG2 Limited (“NRG2”) to make payments to a connected company of £1,364,301 on 07 May 2013 and £258,438 on 18 June 2013 in full repayment of the outstanding liability to that company. These payments were made at a time when NRG2 owed at least £418,377 in Corporation Tax (“CT”). This included a liability of £129,083 due in respect of the accounting year ended 30 June 2009, for which HM Revenue & Customs (“HMRC”) had issued a Notice of Intention to commence Winding-Up proceedings on 24 April 2013. In addition, NRG2 had outstanding Value Added Tax (“VAT”) liabilities of at least £220,511 in respect of the quarters ending 30 September 2012 and 31 December 2012. He was also aware, or ought to have been aware, that NRG2 was jointly and severally liable for a Group VAT debt of up to £3,358,961, as notified to NRG2 on 12 February 2013 at the latest. Following the termination of NRG2’s main contract in April 2013, NRG2 had sold its remaining stock with the intention to cease trading. From April 2013 onwards NRG2’s main source of income was residual payments due from the former customer, with the last payment being received on 27 August 2013. Prior to the payments being made the majority of NRG2’s trade creditors had been paid in full and as such he knew, or ought to have known, that the payments made by NRG2 to the connected company were at the risk of and to the ultimate detriment of HMRC.

  • NRG2 was set up as a joint venture between two companies connected to NRG2 by common directors. ‘Company A’ owned 51% of the shares in NRG2 and ‘Company B’ owned the remaining 49%. He was an appointed director of Company B. VAT
  • As a subsidiary of Company A, NRG2 formed part of a Group of companies and was registered as part of a VAT Group which consisted of 34 companies operating under a single VAT number. The lead company in the Group, ‘Company C’, was responsible for submitting a combined VAT return for all companies in the VAT Group. By virtue of its membership of the VAT Group, NRG2 was jointly and severally liable for the debts of the Group;
  • In November 2012 four companies in the Group, including Company A, entered Administration. In a letter dated 06 February 2013 HMRC notified NRG2 of unpaid Group VAT liabilities of £3,358,961 relating to the quarters ending 30 September 2012 and 31 December 2012;
  • HMRC’s claim for unpaid VAT relating to the VAT Group, as notified to the Liquidator of NRG2 on 19 February 2014, totals £4,154,085 in respect of the quarters ending 30 September 2012, 31 December 2012 and 31 March 2013;
  • The Group VAT liability for the quarters ending 30 September 2012 and 31 December 2012 includes £220,511 of VAT incurred by NRG2 in those quarters. HMRC have claimed a further £164,045 in respect of NRG2’s VAT liability for the quarters ending 31 March 2013 to 30 September 2013, and surcharges of £27,418. The total amount of outstanding VAT for which NRG2 is liable is therefore £4,345,548, of which £384,556 is specifically attributable to the trading of NRG2;
  • He was aware that NRG2 was liable for Group VAT liabilities from 12 February 2013 at the latest. Between 12 February 2013 and 07 August 2013 he took steps to ascertain the extent of NRG2’s liabilities in respect of VAT, however on 07 May 2013 and 18 June 2013 the final position had not been determined. CT
  • HMRC have submitted a claim in the Liquidation for unpaid CT totalling £590,903 (excluding interest). The claim comprises £129,083 in respect of the accounting year ending 30 June 2009, due for payment on 14 December 2012, £229,050 in respect of the accounting year ending 30 June 2010, due for payment by 01 March 2011, £232,769 in respect of the year ending 30 June 2011, due for payment by 01 March 2012, and £56,525 in respect of the accounting year ended 30 June 2012, due for payment by 01 March 2013. A further £272 has been claimed in respect of the period 01 July 2012 to 31 December 2012, resulting in a total liability of £647,699 (excluding interest);
  • NRG2’s CT liability for the year ending 30 June 2009 was £253,104. A payment of £124,021 was made to HMRC in respect of this liability and in addition a claim for Group Consortium Relief for the same period was submitted. On 14 November 2012 HMRC notified NRG2’s company accountants of their decision to disallow NRG2’s claim for Group Consortium Relief. As a result, the balance of £129,083 fell due 30 days from the date of the closure notice (14 December 2012);
  • On 24 April 2013 HMRC issued a warning of winding up action against NRG2 in respect of the liability for the year ending 30 June 2009, plus interest;
  • Management accounts of NRG2 for the periods ending 31 December 2012 and 30 June 2013 included a liability in respect of CT of £461,817;
  • Between 02 May 2013 and 05 June 2012 the directors of NRG2 took steps to ascertain the extent of NRG2’s CT liabilities and on 05 June 2013 submitted an appeal against the decision not to allow a Group Consortium Relief claim for the year ending 30 June 2009. However as at 07 May 2013 and 18 June 2013 the final position of NRG2’s CT liability for 30 June 2009 had not been determined. In a letter dated 04 July 2013 HMRC notified NRG2 that it had yet to submit valid grounds to appeal the decision or a valid claim to consortium group relief complete with the necessary notices of consent. PAYMENTS TO COMPANY B
  • On 07 May 2013 NRG2 made a payment of £1,364,301 to Company B. Of this, £750,000 was in repayment of a loan made to NRG2 by Company B on 06 July 2006. The loan was due for repayment on 31 December 2008 however no demands for repayment were made by Company B prior to the repayment of the loan on 07 May 2013;
  • The remaining £614,301 paid to Company B was in respect of sales invoices raised to NRG2 during the period 14 August 2012 to 25 September 2012. Payment terms were 30 days from the end of the month of the invoice, therefore the invoices were overdue for payment;
  • NRG2 made a further payment of £258,438 to Company B on 18 June 2013 in respect of sales invoices raised to NRG2 during the period 25 September 2012 to 26 April 2012. The same payment terms applied therefore the invoices were overdue for payment;
  • Management accounts for NRG2 made up to 30 June 2012 schedule trade creditors of £1,484,286 (including amounts due to Company B in respect of sales invoices). At the date of Liquidation, the amount owed to trade creditors was £399, and the amount owed to Company B was Nil, a decrease of £1,483,887 from the amount owed at 30 June 2012. 

    This information is correct as at 18 / 10 / 2018


    Name: DAVID WALSH

    Name: NRG2 LIMITED

    Date of Birth: 30 / 10 / 1966

    Date Order Starts: 18 / 10 / 2018

    Disqualification Length: 4 Years 0 Month(s)

    CRO Number: 05366089

    Last Known Address: 247 DOBCROFT ROAD, , , , SHEFFIELD, S11 9LG

    Conduct: That David Walsh (“Mr Walsh”) caused or allowed NRG2 Limited (“NRG2”) to make payments to a connected company of £1,364,301 on 07 May 2013 and £258,438 on 18 June 2013 in full repayment of the outstanding liability to that company. These payments were made at a time when NRG2 owed at least £418,377 in Corporation Tax (“CT”). This included a liability of £129,083 due in respect of the accounting year ended 30 June 2009, for which HM Revenue & Customs (“HMRC”) had issued a Notice of Intention to commence Winding-Up proceedings on 24 April 2013. In addition, NRG2 had outstanding Value Added Tax (“VAT”) liabilities of at least £220,511 in respect of the quarters ending 30 September 2012 and 31 December 2012. He was also aware, or ought to have been aware, that NRG2 was jointly and severally liable for a Group VAT debt of up to £3,358,961, as notified to NRG2 on 12 February 2013 at the latest. Following the termination of NRG2’s main contract in April 2013, NRG2 had sold its remaining stock with the intention to cease trading. From April 2013 onwards NRG2’s main source of income was residual payments due from the former customer, with the last payment being received on 27 August 2013. Prior to the payments being made the majority of NRG2’s trade creditors had been paid in full and as such he knew, or ought to have known, that the payments made by NRG2 to the connected company were at the risk of and to the ultimate detriment of HMRC.

  • NRG2 was set up as a joint venture between two companies connected to NRG2 by common directors. ‘Company A’ owned 51% of the shares in NRG2 and ‘Company B’ owned the remaining 49%. He was an appointed director of Company B. VAT
  • As a subsidiary of Company A, NRG2 formed part of a Group of companies and was registered as part of a VAT Group which consisted of 34 companies operating under a single VAT number. The lead company in the Group, ‘Company C’, was responsible for submitting a combined VAT return for all companies in the VAT Group. By virtue of its membership of the VAT Group, NRG2 was jointly and severally liable for the debts of the Group;
  • In November 2012 four companies in the Group, including Company A, entered Administration. In a letter dated 06 February 2013 HMRC notified NRG2 of unpaid Group VAT liabilities of £3,358,961 relating to the quarters ending 30 September 2012 and 31 December 2012;
  • HMRC’s claim for unpaid VAT relating to the VAT Group, as notified to the Liquidator of NRG2 on 19 February 2014, totals £4,154,085 in respect of the quarters ending 30 September 2012, 31 December 2012 and 31 March 2013;
  • The Group VAT liability for the quarters ending 30 September 2012 and 31 December 2012 includes £220,511 of VAT incurred by NRG2 in those quarters. HMRC have claimed a further £164,045 in respect of NRG2’s VAT liability for the quarters ending 31 March 2013 to 30 September 2013, and surcharges of £27,418. The total amount of outstanding VAT for which NRG2 is liable is therefore £4,345,548, of which £384,556 is specifically attributable to the trading of NRG2;
  • He was aware that NRG2 was liable for Group VAT liabilities from 15 January 2013 at the latest. Between 15 January 2013 and 07 August 2013 he took steps to ascertain the extent of NRG2’s liabilities in respect of VAT, however on 07 May 2013 and 18 June 2013 the final position had not been determined. CT
  • HMRC have submitted a claim in the Liquidation for unpaid CT totalling £590,903 (excluding interest). The claim comprises £129,083 in respect of the accounting year ending 30 June 2009, due for payment on 14 December 2012, £229,050 in respect of the accounting year ending 30 June 2010, due for payment by 01 March 2011, £232,769 in respect of the year ending 30 June 2011, due for payment by 01 March 2012, and £56,525 in respect of the accounting year ended 30 June 2012, due for payment by 01 March 2013. A further £272 has been claimed in respect of the period 01 July 2012 to 31 December 2012, resulting in a total liability of £647,699 (excluding interest);
  • NRG2’s CT liability for the year ending 30 June 2009 was £253,104. A payment of £124,021 was made to HMRC in respect of this liability and in addition a claim for Group Consortium Relief for the same period was submitted. On 14 November 2012 HMRC notified NRG2’s company accountants of their decision to disallow NRG2’s claim for Group Consortium Relief. As a result, the balance of £129,083 fell due 30 days from the date of the closure notice (14 December 2012);
  • On 24 April 2013 HMRC issued a warning of winding up action against NRG2 in respect of the liability for the year ending 30 June 2009, plus interest;
  • Management accounts of NRG2 for the periods ending 31 December 2012 and 30 June 2013 included a liability in respect of CT of £461,817;
  • Between 02 May 2013 and 05 June 2012 the directors of NRG2 took steps to ascertain the extent of NRG2’s CT liabilities and on 05 June 2013 submitted an appeal against the decision not to allow a Group Consortium Relief claim for the year ending 30 June 2009. However as at 07 May 2013 and 18 June 2013 the final position of NRG2’s CT liability for 30 June 2009 had not been determined. In a letter dated 04 July 2013 HMRC notified NRG2 that it had yet to submit valid grounds to appeal the decision or a valid claim to consortium group relief complete with the necessary notices of consent. Payments to Company B
  • On 07 May 2013 NRG2 made a payment of £1,364,301 to Company B. Of this, £750,000 was in repayment of a loan made to NRG2 by Company B on 06 July 2006. The loan was due for repayment on 31 December 2008 however no demands for repayment were made by Company B prior to the repayment of the loan on 07 May 2013;
  • The remaining £614,301 paid to Company B was in respect of sales invoices raised to NRG2 during the period 14 August 2012 to 25 September 2012. Payment terms were 30 days from the end of the month of the invoice, therefore the invoices were overdue for payment;
  • NRG2 made a further payment of £258,438 to Company B on 18 June 2013 in respect of sales invoices raised to NRG2 during the period 25 September 2012 to 26 April 2012. The same payment terms applied therefore the invoices were overdue for payment;
  • Management accounts for NRG2 made up to 30 June 2012 schedule trade creditors of £1,484,286 (including amounts due to Company B in respect of sales invoices). At the date of Liquidation, the amount owed to trade creditors was £399, and the amount owed to Company B was Nil, a decrease of £1,483,887 from the amount owed at 30 June 2012. 

    This information is correct as at 18 / 10 / 2018



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