Press release

High Court orders two opaque limited liability partnerships into liquidation

Feelgood Production LLP and BSMAX LLP that reportedly operated abroad as equipment sale and distributors of building materials have been ordered into liquidation in the public interest following an investigation by the Insolvency Service.

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The investigation found that each LLP had filed false accounts at Companies House.

The most recent accounts disclosed that Feelgood and BSMAX had turnovers of (respectively) £73,874 million and £73,315 million; net assets distributable to members of (respectively) £1.422 million and £1.322 million and operating profits of (respectively) £0.373 million and £0.394 million.

The accounts were purportedly professionally prepared but the accountants said to have prepared them informed the investigation that they had been neither accountant nor consultant to either LLP and had no knowledge of their affairs.

The accounts were signed by Mrs Ekaterina Ostapchuk on behalf of the designated members of each LLP, namely Coddan Nominee Administrator Ltd and Coddan Nominee Subscriber Ltd who were paid and indemnified by the ultimate beneficial owner of each LLP.

The investigation was informed that Mr Elchin Musaev, a citizen of Georgia living in Azerbaijan, was the ultimate beneficial owner of each LLP but that he does not speak English. Mr Musaev did not respond to the investigation.

Welcoming the court’s winding up decisions Chris Mayhew, Company Investigations Supervisor, said:

Business and members of the public should be able to rely on the information filed by a registered corporation on its public file and where abuses are found, as here, the Insolvency Service will investigate and take further enforcement action as necessary”.

The Official Receiver now appointed to wind up each LLP’s affairs will be glad to receive details from any creditors or other parties who have dealt with either of these concerns.

Notes to Editors

Feelgood Production LLP (OC334605) was incorporated on 6 February 2008. The registered office from incorporation to 24 May 2011 was 5 Percy Street, Office 4, London, W1T 1DG and from 24 May 2011 to present date c/o Coddan CPM Ltd, 124 Baker Street, London, W1U 6TY. The designated members are shown to have been Coddan CPM (UK) Limited and Coddan Manager Limited both from incorporation to 1 March 2012 and from 1 March 2012 to present date Coddan Nominee Administrator Ltd and Coddan Nominee Subscriber Ltd, all shown to be based in the Seychelles.

Dormant accounts were filed for each accounting year up to 28 February 2013.

On 20 November 2013 amended accounts for the period ending 28 February 2013 (a period when the company was under the control of the registration agent) were filed reporting sales and other operating income of £76,147 million and that business was not in the UK.

On 4 December 2013 further amended accounts for the same period ending 28 February 2013 were filed reporting identical financial information and that the accounts were amended as of 2 December 2013.

On 13 June 2014 accounts for the period ending 1 March 2014 (a period when the company was under the control of Mr Musaev) were filed reporting sales and other operating income of £73,874 million and that once more business was not in the UK.

The accounts were all signed by Mrs Ostapchuk.

BSMAX LLP (OC334604) was also incorporated on 6 February 2008.. The registered office from incorporation to 6 February 2012 was 5 Percy Street, Office 4, London, W1T 1DG; from 6 February 2012 to 19 June 2012 124 Baker Street, London, W1U 6TY and from 19 June 2012 to present date c/o c/o Coddan CPM Ltd, 124 Baker Street, London, W1U 6TY. The designated members are shown to have been Coddan CPM (UK) Limited and Coddan Manager Limited both from incorporation to 1 March 2012 and from 1 March 2012 to present date Coddan Nominee Administrator Ltd and Coddan Nominee Subscriber Ltd, all shown to be based in the Seychelles.

Dormant accounts were filed for each accounting year up to up to 28 February 2013.

On 23 November 2013 amended accounts for the period ending 28 February 2013 (a period when the company was under the control of the registration agent) were filed reporting sales and other operating income of £74,237 million and that business was not in the UK.

On 4 December 2013 further amended accounts for the same period ending 28 February 2013 were filed reporting identical financial information and that the accounts were amended as of 2 December 2013.

On 13 June 2014 accounts for the period ending 28 February 2014 (a period when the company was under the control of Mr Musaev) were filed reporting sales and other operating income of £73,315 million and that once more business was not in the UK.

The accounts were all signed by Mrs Ostapchuk of Coddans.

The petitions to wind up the LLP’s were presented in the High Court on 2 July 2015 under the provisions of section 124A of the Insolvency Act 1986 following confidential enquiries carried out by Company Investigations under section 447 of the Companies Act 1985, as amended.

The grounds to wind up the LLP’s common to each were their lack of transparency and financial irregularities.

The petitions were unopposed and on 17 September 2015 each LLP was ordered into liquidation by Ms Registrar Barber who described the declarations containing the undertakings given by Mr Musaev as curious documents and that:

… the manner in which the accounts came to be signed by Mrs Ostapchuk is a matter of concern … she made no enquiries as to the accuracy of their contents … the unopposed grounds relied upon by the Secretary of State are made out and it is expedient in the public interest to wind up each LLP and I do so order.

Company Investigations, part of the Insolvency Service, uses powers under the Companies Act 1985 to conduct confidential fact-finding investigations into the activities of live limited companies in the UK on behalf of the Secretary of State for Business, Innovation & Skills (BIS). Further information about live company investigations is available here.

The Insolvency Service administers the insolvency regime, investigating all compulsory liquidations and individual insolvencies (bankruptcies) through the Official Receiver to establish why they became insolvent. It may also use powers under the Companies Act 1985 to conduct confidential fact-finding investigations into the activities of live limited companies in the UK. In addition, the agency authorises and regulates the insolvency profession, deals with disqualification of directors in corporate failures, assesses and pays statutory entitlement to redundancy payments when an employer cannot or will not pay employees, provides banking and investment services for bankruptcy and liquidation estate funds and advises ministers and other government departments on insolvency law and practice.

Further information about the work of the Insolvency Service, and how to complain about financial misconduct, is [available}(https://www.gov.uk/government/organisations/insolvency-service).

By virtue of the winding up orders all public enquiries concerning the affairs of the company should be made to: The Official Receiver, Public Interest Unit, 4 Abbey Orchard Street, London, SW1P 2HT. Telephone: 0207 637 1110 Email: piu.or@insolvency.gsi.gov.uk.

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Published 21 October 2015