Bona vacantia assets
What happens to a company's assets when it is dissolved.
When a company is dissolved, its assets - but not its liabilities - pass to the control of the Crown (under Section 1012 of the Companies Act 2006) as ownerless goods or 'bona vacantia'.
If the dissolved company's last registered office was in Northern Ireland, and the asset is situated in Northern Ireland, these matters are dealt with by the Crown Solicitor's Office. For more information, see how to contact the Crown Solicitor's Office for Northern Ireland.
The Crown is not obliged to deal with bona vacantia in any particular way. Normally an asset will either be sold for full market value or disclaimed. Should the Crown sell property, then the proceeds of sale are transferred to the exchequer to be dealt with in the same way as money raised by general taxation. If the Crown disclaims onerous property then it gives up its right to the asset.
The Crown Solicitor's role in bona vacantia matters
The Crown Solicitor is responsible for disposing of any assets that were held by a company at the date of its dissolution, and collecting any revenues due to that company. This includes:
- cash balances
- freehold and leasehold property
- intellectual property
- shares
- copyrights/trademarks
For more information, see what happens to company assets when a company is dissolved.
The Crown Solicitor does not take over the management of a dissolved company and is not responsible for the company's debts or any other liabilities the company may have had. The Crown Solicitor will not usually take possession of, or manage or insure, bona vacantia assets.
When selling any property that has fallen as bona vacantia to the Crown, the Crown Solicitor will always aim to get the best price reasonably obtainable.
Beneficial interest
Only assets that were 'beneficially' owned by a company - ie not held in trust by the company for the benefit of another person - at the time it was dissolved pass to the Crown as bona vacantia. If you believe that a company was holding assets in trust for you, you should take independent legal advice on the matter from a solicitor.
The Law Society of Northern Ireland provides a .