SE Solicitors | Petra van Dijk

United Kingdom

Winding-up proceedings are draconian and can lead to a company’s demise. For this reason the insolvency legislation stipulates that service of a winding up petition cannot take place by post, but instead must be personally delivered to a company’s registered office address.

The service rules stipulate that in order for service to be effective, the petition must be handed to a person (1) who acknowledges to be a director, other officer or employee of the company; (2) is, to best knowledge and belief of the person serving the petition, a director, officer or employee of the company; or (3) who acknowledges to be authorised to accept service.

In the recent decision in DG Resources Ltd v Revenue and Customs Commissioners [2025] EWHC (Ch) the court made clear that ‘a person’ is not limited to a director, other officer or employee of the company.

The court held that HMRC had appropriately served a petition at the company’s default Companies House registered office address by the process server handing it to the receptionist who confirmed to the process server that she was authorised to accept service.

The company argued that the petition had not been validly served as it it had not been handed to a director, officer or company employee. The court found the valid service had taken place and observed that under the rules service is effective if handed to any person confirming that they are authorised to accept service.

The court went on to say, that even if the receptionist had not acknowledged that she was authorised to accept service, service would have been effective, as the service rules say that in the absence of finding a director, officer, employee or any person confirming to be authorised to accept service, the petition can be deposited at the registered office in such a way that it is likely to come to the attention of any person attending the office. In this context, the term ‘any person’ was again not restricted to directors, officers or employees of the company.

This decision stresses the importance of the correct choice of a company’s choice of registered office address, and to ensure that any important documents arriving at the registered office come promptly to the attention of the company.

This article first appeared on Lexology | Source