There are many issues facing a business owner who is considering or facing a business closure or transfer. This document aims to provide you with high-level information on these issues and links to more detailed information to help guide you through this process.
If you are a sole trader the process is quite straightforward. You simply cease trading and inform your clients and suppliers that you are no longer in business. You need to retain financial and other records for 6 years following closure.
You can cancel your tax and VAT registration with Revenue by filling out a Tax Registration Cancellation Notification (form TRCN1)(pdf).
If you owe debts to creditors you are personally responsible for those debts. You can find out more in our document on problem debt.
If your business is incorporated as a company you may wish to close it due to retirement or another personal reason. Liquidation is the process of winding up a company so that it no longer exists by using its assets to pay its debts. A liquidator is the person appointed to wind up the company and whose principal function is to dispose of the company’s assets, pay or settle its debts and distribute any surplus to its members. When a company is in liquidation, the liquidator usually takes over the powers of the directors. There are 2 types of voluntary liquidation as follows:
Involuntary liquidation means that a company is wound up by the court. This happens mainly at the initiation of any member or creditor of the company. In some circumstances, it can happen by order of the Minister for Jobs, Enterprise and Innovation. The court appoints the liquidator and supervises the liquidation process.
A receiver may be appointed by the court or when a loan agreement is being enforced. The receiver is appointed to take control of the assets of the company which have been used to secure a loan, such as a mortgage. Where a loan is secured on certain company assets the receiver sells these assets on behalf of the lender.
If a company goes into examinership, it means that the company's financial health is ailing, but that the company is still potentially viable. An examiner is a person appointed to a company by the Court to assess the company’s position and prepare a rescue plan for the company.
You can find more details in this information booklet (pdf) published by the Office of the Director of Corporate Enforcement. There are lists of insolvent companies in liquidation on the website of the Office of the Director of Corporate Enforcement.
When a business is closed or transferred, the law protects the rights of employees in these circumstances.
If you no longer require the services of some of your employees (because you are in financial difficulties or you are reorganising your firm) you may need to make them redundant. You must ensure that fair procedures are followed which include fair selection criteria, giving the employee at least 2 weeks’ notice and paying the redundancy payment due to the employee on the date of dismissal. Your employees may be entitled to bring a claim for unfair dismissal if they consider that they were unfairly selected for redundancy or consider that a genuine redundancy situation did not exist.
The Insolvency Payments Scheme is a scheme set up to pay certain outstanding entitlements concerning the pay of an employee where employment has been terminated. This is only in the instance of employer's insolvency.
The Protection of Employment Acts 1977-2007 provides that where employers are planning collective redundancies, they are obliged to supply the employees' representatives with information. They must inform the representatives of specific information regarding the proposed redundancies and to consult with those representatives at least 30 days before the first dismissal takes place. This is to see if the redundancies can be avoided or lessened or their effects can be mitigated.
In addition the Employees (Provision of Information and Consultation) Act 2006 requires employers of 50 or more people to consult with employees on substantial changes in the workplace, including proposals for collective redundancies.
All eligible employees are entitled to a statutory redundancy payment when they are made redundant. If you pay the statutory redundancy entitlement and give proper notice of redundancy to your employees in 2012 you are entitled to a 15% rebate from the Social Insurance Fund (SIF). There will be no statutory redundancy employer rebate where the date of dismissal due to redundancy is on or after 1 January 2013.
The European Union has created some regulations to safeguard employees' rights on transfer of undertakings. These safeguards are in place in Ireland and provide that the rights and obligations of the original owner arising from an employment contract relationship existing at the date of transfer shall by reason of such transfer, be transferred to the new owner (the transferee).
If you have a question relating to this topic you can contact the Citizens Information Phone Service on 0761 07 4000 (Monday to Friday, 9am to 8pm) or you can visit your local Citizens Information Centre.