Members Voluntary Liquidation (MVL)

What is it?

MVL is an easy and straightforward approach that occurs while the company is still solvent, but when the directors and shareholders have agreed to wind up the affairs of the business, and liquidate the structure and assets.

The process

INITIAL REVIEW

We conduct an initial and comprehensive review of your company’s affairs.

MEETING OF DIRECTORS

A meeting of the directors must declare that the company can pay its debts in full within 12 months after the winding up commences. This is often referred to as a solvency declaration.

LODGEMENT OF DECLARATION OF SOLVENCY

The original Declaration of Solvency must be lodged with ASIC before the date on which a notice of meeting of members is sent out.

NOTICE TO MEMBERS

A notice to members is sent out and at the meeting of members, the following resolutions should be passed: that the company be wound up; that a liquidator be appointed; the amount of the liquidator’s remuneration; and the date when the books and records of the company can be destroyed.

MEETING OF MEMBERS

At the meeting of members the following resolutions should be passed: that the company be wound up; that a liquidator be appointed; the amount of the liquidator’s remuneration; the date when the books and records of the company can be destroyed.

LODGEMENT OF RESOLUTIONS

The company must lodged the resolutions with ASIC within seven days and advertise the appointment of the liquidator within 21 days.

PARTIES TO THE TRANSACTION

The liquidator then notifies a long list of interested parties of the liquidation.

PRACTICAL MATTERS

The liquidator will attend to a long list of matters to finalise the affairs of the company. This will include the finalisation of tax returns, realisation of assets, payment of creditors and the distribution of surplus assets to shareholders.

ANNUAL MEETING

If the liquidation continues for more than 12 months an Annual Meeting of Members must be held.

FINALISATION

When the affairs of the company are fully wound up the liquidator will call a Final Meeting of Members giving at least one month’s notice. That meeting is on the ASIC Insolvency Notices website. The liquidator will lodge with ASIC a Final Return within seven days and a Final Liquidator’s Account of Receipts and Payments within 30 days.

DEREGISTRATION

The company is automatically deregistered by ASIC three months after it receives the return for the final meeting.