EPIC: Winding up Focus Hub ltd

[rub1e]

A list of financey / documenty / suppliery things that have to happen for the winding up of Focus Hub ltd and cessation of all FH activities. Please add to it

• [x] Stop renewal of Squarespace website account (20th May)
• [x] Stop renewal of focushub domain & bring down website
• [x] File company accounts with HMRC - #133
• [x] File confirmation statement
• [x] Cancel all direct debits
• [x] Cancel all recurring invoices
• [x] Refund all deposits - #139
• [x] Get FreeAgent in good order / reconcile everything
• [x] Stop paying and reclaim overspend on Business Rates - #137
• [x] Cancel insurance #132
• [x] Cancel utilities
• [x] Inform cleaner
• [x] File full year accounts for FY17/18 - #140
• [x] File closing accounts for FY18/19 and complete winding up process
• [ ] File dormant company accounts for FY19/20
• [ ] File confirmation statement FY 19/20
• [ ] Wind down process https://github.com/dwyl/focus-hub/issues/135#issuecomment-424416689

[rub1e]

8/5 - FreeAgent is almost totally reconciled, I just need to check one bill, but otherwise no surprises

[rub1e]

Update on utilities

• ~Water is cancelled but final invoice is quite hefty so I'll have to query it~ Water is cancelled and they actually owe us money. They couldn't find Space 4 on the system so the final confirmation is being posted to FAC c/o Outlandish.

  • Check if not heard back w/c 18th June

• We've requested internet be cancelled, but it's been tricky because Mark William Firth transferred the account to his name (Mark William Firth), but didn't record the account password or change the email address to a dwyl account. So we've had to go through Dan's old email address to get this done, and are waiting for a response

  • Chased twice w/c 4th & 11th June, will call them w/c 18th June

• Similar story for energy - though not Mark William Firth's fault. When Dan cancelled the FAC account, they made a mistake and now they're writing to me, but at Dan's home address 🙄 . Will have to chase them and clear all this up

[rub1e]

Downgrading to Priority-2 because all the imminently mission-critical tasks have been completed, and it's just a task of chasing confirmations now

[rub1e]

OPUS Energy update: would you believe that talking to HMRC isn't a chore at all, but this lot... The upshot seems to be that they've mixed FAC up with us, but we can't check that until we have the meter numbers - so I've written to the landlord for the meter numbers at both no14 & no16.

The saga continues 🙄

[rub1e]

It. Just. Won't. Die.

You could say this has been my Magnum Opus 😆

After some discussion, Opus have agreed to just send us our final bill as they think they've sorted out the confusion between no 14 & no 16. I'm still going to have to check it looks sensible, but hopefully that will mark the end of this grand epic.

Total shambles though - I think they've been double-charging the new tenants at no 14 for the whole time they've been there!

[rub1e]

Utilities:

• TalkTalk still haven't cancelled our account. Turns out they needed more documentation so they sent the request to Dan's email instead of mine. That was in July. They didn't bother following up. And would you believe it - despite admitting their error, they're insisting we have to go through the whole process again and give 30 days' notice of cancellation - so we'll defo get charged again for September before it's cancelled. Back to square 1.
• Opus STILL haven't sent us our final bill, but they did charge us for August - so it's unclear if that was the final payment or not. Will chase again
• Thames Water processed our refund so that at least is done.

[iteles]

@rub1e That TalkTalk thing is absolutely unacceptable. I am happy to speak to the manager of whatever idiot you spoke to to get this sorted.

I can't believe we've paid an additional 3 months of bills that we didn't need to. This is monumentally ridiculous.

[rub1e]

Good reaction - I'm also fuming.

The issue isn't that they're dragging their heels, it's that they don't recognise me as someone who's able to make changes to the account - this is because someone (whose job title on linkedin is now "startup consultant" 🤢 ) never changed the email address on the account to a dwyl one (so we have to communicate through Dan's email), and didn't save the account password anywhere, so I can't just pretend to be him.

This is then further complicated by the fact that I can't show them the resignation on Companies House because this is FocusHub not dwyl...

But anyway, this is a shambles and I'm not letting them take our money.

[rub1e]

Spoke to Opus, they said our account has been closed. I pointed out that they'd charged us last month. Lady says "Yeah, that charge was reversed, we've credited your account".

BUT THE ACCOUNT IS CLOSED

"Oh yeah. We can pay it back to your bank if you like?"

👏

[rub1e]

From the gov.uk guidance on winding up:

• We have to file final accounts with HMRC but not Companies House`
• There doesn't seem to be any special process for this: we file as normal, but state that they're final accounts
• We can either liquidate the company or have it struck off the register. The latter seems much easier, and all that's needed is for us to have not traded in the past three months, and not have any creditors.

Process

• Fill in the application to strike off - https://www.gov.uk/government/publications/strike-off-a-company-from-the-register-ds01
• Inform stakeholders (FH has no employees or shareholders, so it's just the company directors)
• Distribute any assets among shareholders (n/a)
• File accounts / tax return / pay any Corporation tax (we won't have any)
• Keep records for 7 (seven) years

[rub1e]

Just an update on https://github.com/dwyl/focus-hub/issues/135#issuecomment-420574481

• Letter has been sent to TalkTalk (a strongly worded letter)
• Slight issue that it was only sent today as I guess Dan doesn't check that account often so he hadn't logged the request to send from his email. (But hopefully the strong wording of the letter will encourage them to act quickly)

And an update on generally winding up the company:

• I've run through the balance sheet and P&L on freeagent and everything looks fine, no surprises!
• The main thing will be how we deal with the loan from dwyl (@iteles one for accountants maybe, in case there's a clever way of dealing with that?)
• And I just have a few banking items to reconcile which have arisen since we left - not more than 15 mins

[rub1e]

I've now actually reconciled all outstanding items (thought I'd done most of this but it turns out FreeAgent hides transactions which need to be reviewed ☹️ . But that's not our problem any more 😄 ! )

Both P&L and Balance Sheet reports have been exported and saved in Focus Hub > Finances for 17/18 and 18/19

Which means this should all be good to go once I've updated it with the TalkTalk refund (and I'll be speaking to them later this afternoon)

[rub1e]

You probably won't believe this, but after 27 mins on the phone TalkTalk have decided that now we need to send them the same email I've already sent them twice, but on company headed paper.

Oh but not actually on company headed paper - they want me to put it on company headed paper, print it off, scan it, and then email it to them.

Which I shall do, along with an intro note which says that if they don't close the account and backdate the refund to when we first tried to cancel, we'll take them to small claims court.

@RobStallion is totally flabbergasted by this workflow 😵

[rub1e]

Cherry on top: we have a dwyl logo for our dwyl letterhead, but no FocusHub logo. So I was just going to write "FH" in the header, but then I realised that they still have us down as QuietSpace, cos 👻 never changed it.

So I've had to make a fake letterhead with a fake logo for a company that doesn't exist. And all this in the name of Fraud Protection 😂 😢

(Just in case you were wondering)

[iteles]

We do have a logo, I just have no idea where it was filed (much like the rest of last year's material).

@rub1e I think you used it for our door signs... https://github.com/dwyl/focus-hub/issues/74 😊

[rub1e]

Yeah but not for QS - which is what they've got us down as - with Mark's name as the account holder and Dan's email address 🙄

TBH I think my solution, simply using the caveat font, was even more efficient than looking for a logo!!

[rub1e]

My threat of court may have worked as they've replied, but now they claim there's no evidence that I tried to cancel before so they're not going to refund the money.

I'll persevere. I've not got evidence of the phone calls, but they've referred to at least one previous email on the phone, so I know that was received.

Ultimately the only way might be a Subject Access Request for the notes on the account, and Small Claims Court for the refund - but that would probably not really work out as VFM for a £200 refund.

Hopefully it won't come to that and I can make them see sense over the phone

[iteles]

@rub1e Can you refer them to this open source issue with timestamps? ~This is getting ridiculous.~ This interaction has been ridiculous for months.

[rub1e]

Yeah I was checking about that - I mean, sure, but if they want to disregard it, they'd be well within their rights - given it's just text. This is the sort of thing you'd bring to small claims court - but we really don't need that hassle IMO

I've demanded a call from a manager - I reckon arguing the toss with a real human is our best bet

We've exchanged three emails and they keep calling me Dan - despite the fact that the name on the account is Mark, and they're replying to my email address, with my signature. 🙄

[rub1e]

Computer says "no"... but the nice human I spoke to said "I'm so sorry, I can't understand why this has taken so long, we'll refund you in full, but that might take a month to process so in the meantime I'll confirm this in writing just in case you have any further trouble. Once again, I'm so sorry. Would you still like a call from a senior manager? If so I'll sort that out"

You might think this a win, but I was quite looking forward to getting into an argument, so...

[rub1e]

Now we're just waiting for the TalkTalk refund and the only other charges will be bank charges / interest, so I'll reconcile anything outstanding, export all the data, and cancel our FreeAgent account next week before it renews so we're not paying for it unnecessarily.

[rub1e]

We've not received the TT refund yet (not that we were expecting to before the end of Nov) so I'll pull the data and cancel the subscription now before it renews tomorrow

[rub1e]

I've saved all of the files exports and @iteles has cancelled the FocusHub account, so once the TT refund has come in we can pick this up again and file our final accounts.

Dropping this down to P3 until then.

[rub1e]

Just checked the FH account - nada yet. I'll check it next time I'm logged into Santander and if the refund isn't in there, I'll call them again. Really want to get this closed

[iteles]

@rub1e Can we please add the filing of the FY17/18 and FY18/19 accounts to the checklist at the top for clarity?

[rub1e]

TalkTalk STILL haven't paid us so I'll give them a call when I have a moment - increasingly frustrated

[rub1e]

They just needed a nudge - 7-10 days and we're done

Super excited that this might finally be ready to be closed 🤞

[rub1e]

They just needed a nudge - 7-10 days and we're done

More fool me for believing them. I've now escalated this to the guy who sorted it out for us October.

We've got till the 7th Feb to get this done before we our monthly banking fee hits us again

Also, I've spoken to Santander and they say that because the FH account only has one signatory, they should be able to close the account over the phone instead of us having to send documents to Europe and back

How sad is it that this was the happiest news I've received all week 😂 😢

[rub1e]

The highlighted portion set me off a bit. So I explained the concept of promissory estoppel and pointed out that they have made promises to us twice in writing.

I've given them two options - either pay into our bank account by the end of the month; or send a cheque payable to dwyl (thankfully a company director) by the end of February.

Failing that, we'll be following in my father's footsteps and taking an Internet Service Provider to Small Claims Court (which, given aforementioned written promises, will be a cinch)*

Either way, we can close the account in a week and finally get on with our lives.

*I know, I know - threatening legal action is so childish. But there is a time for it, and I think we've reached it.

[iteles]

FY18/19 accounts & CT600 filed with both HMRC and Companies House & saved to relevant folder in Google Drive.

Onto the next lot.

[iteles]

https://www.gov.uk/strike-off-your-company-from-companies-register/close-down-your-company https://www.gov.uk/liquidate-your-company/members-voluntary-liquidation

[iteles]

This was done. New company already registered with the name too!