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UK-Justice
UK-Justice, Barrister
Category: Law
Satisfied Customers: 16193
Experience:  Called to the Bar in 2007
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As an SPV (Special Purpose Vehicle) set up and registered in

Customer Question

As an SPV (Special Purpose Vehicle) set up and registered in the UK are we allowed to trade and issue Purchase Orders to Subcontractors, If the funding is not in thed account at the time that we issue the orders, however our foreign investor who we have an agency contract with is paying the bills. They have currently failed to pay a significant amount of money and I would like to understand whether we have been naieve in this issue. Invoices have been addressed to us as the UK agent?
Submitted: 4 years ago.
Category: Law
Expert:  UK-Justice replied 4 years ago.
Thanks for your question, I will do whatever I can to help you. Please remember to rate my answer SMILEY FACE OR ABOVE.

Who has been invoiced?
Customer: replied 4 years ago.


We as the UK agent have been invoiced. No contracts have been placed, though many meetings and Works orders and Purchase orders have been issued in the name of our UK company.

Expert:  UK-Justice replied 4 years ago.
Is there any form of contract written?

I assume you are under pressure from your supplier to pay?
Customer: replied 4 years ago.

Apologies for the delay.


There is no form of contract between us and the Subcontractors.


 


I am told that there is and Agents contract between us and the Foreign investor but I have not seen that contract to be able to inform you of any usefull detail.

Expert:  UK-Justice replied 4 years ago.
Thank you - this helps.

And what is it you would like to know from me today about this?
Customer: replied 4 years ago.

If the funding is not in the account at the time that we issue the orders, however our foreign investor who we have an agency contract with is paying the bills. They have currently failed to pay a significant amount of money and I would like to understand whether we have been trading illegally?

Expert:  UK-Justice replied 4 years ago.
Did you anticipate the money coming in?
Customer: replied 4 years ago.


Yes we have been told on numerous occasions that the money was coming. Some has though always late, and only since December have we started to have a real issue. We are now awaiting for funds from as far back as december with invoices way over the 30 day payment terms. Repeated reassurances from the client are being percieved by us as lies, and we have people threatening legal action as a result.

Expert:  UK-Justice replied 4 years ago.
In that case no you are not trading illegally.

If you knew or reasonably knew that the money as not coming then this would be trading insolvent, which is illegal.

But if you have evidence (emails, texts etc) saying the money is coming then you have a genuine belief.

But if you are threatening to be sued then I understand that the creditors want paying.

As such the Company is liable to face legal action and an investigation into the affairs may result.

But if you thought the £ was coming that will be acceptable.

I realise that this is stressful but hope this helps.


Please remember to click *** OK SERVICE *** or above so that I am credited for my time. The question does not close and you can ask follow ups.

Important: If you feel the need to rate as one of the lower two scores, it counts as negative feedback so please reply to me via the REPLY with any further questions you may have. I will be happy to assist you further.
UK-Justice and other Law Specialists are ready to help you
Customer: replied 4 years ago.

Thank you for your asssitance. This gives me the answer I was hoping for and removes a majot decision to fold the company and allows us to take a much more pro active strategy in trying to get the funds to our sponsors creditors.


Thank you.


 


Regards,


 


J

Expert:  UK-Justice replied 4 years ago.
Welcome.