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NSW Same Company Name - Bizarre Identity Issue?

Discussion in 'Commercial Law Forum' started by Troy H, 6 November 2014.

  1. Troy H

    Troy H Member

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    Here is a bizarre issue that I am trying to get to the bottom of. I'm wondering if anyone has com across anything similar. Any advice and guidance is certainly welcomed. Given the nature of the matter I have sought legal advice and this process is underway.

    I run a small consulting business in Queensland which was set up in 2013. The company is registered with ASIC with ABN, ACN, and registered business name all set up at the time of company registration.

    Last week, I received a Statement of Claim from a debt collector seeking unpaid land and water rates from the Tweed Heads shire council in relation to a property in Tweed Heads NSW. The value of the claim is about $10K. I have had no prior involvement with this property in any way shape or form so initially dismissed as a mistake on behalf of the collections agency. I just assumed the Entity name was incorrect or had been sent to the wrong party.

    In a bid to quickly resolve the matter I did a quick title search to try and identify the entity owning the property via the NSW LPI. The results showed that the exact same company name as mine (100% letter for letter) was listed on the title when the property was purchased in 1987 and remains on the title.

    An ASIC search of company names showed that there are no other businesses with this company name exist on the ASIC register. Hence I assume the company was deregistered prior to switch over to the national system.

    Does anybody have any advice in respect to this issue?
     
  2. Sarah J

    Sarah J Well-Known Member

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    Hi Troy,

    This is a bizarre matter.

    In relation to the debt itself, the deregistered company (debtor) should have given its ACN or registered address at the time of incurring the debt. This will be different from your ACN. This should satisfy the creditor company that you are not the debtor.

    This, from ASIC's website may give some insight into your problem:

    "
    What if someone else has used the company name while the company was deregistered?
    When a company is deregistered, an application for registration of another company with the same name as the deregistered company is permitted. If the company name is no longer available within s147 of the Corporations Act, we can reinstate the company with its name being Australian Company Number (or accepted abbreviation) followed by the company’s ACN and legal elements. If you wish to have the company reinstated using the ACN as the company name, you will need to include a statement to this effect with your application.

    If the company name is no longer available and you want to have the company reinstated with its former name, you can make an application to the court for orders in relation to the name of the company."
     
  3. Troy H

    Troy H Member

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    Thanks Sarah - Problem is there is no record of these previous company of the same name in the ASIC database. Suspect they were de-registered along time ago under the NSW state system.


     
  4. Tim W

    Tim W Lawyer

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    If you already have a lawyer assisting you (as you say you do),
    then those of us who are lawyers will tend to be a bit limited in what we can say
    (that is our custom in here, deriving from in-real-life professional courtesy).

    That said, I agree with @Sarah J - focus on the key question,
    that is, showing that it is not you who is liable for the debt of this other entity,
    whoever they may have been.
    And I agree with her suggestion of how to go about it.
     
  5. DennisD

    DennisD Well-Known Member

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    It is about showing that [your company name] Pty Ltd registered in 2013 is a different legal entity to [your company name] Pty Ltd registered in pre-1987 (or whenever it was registered). Yes, contact the debt collector and ask them to do an ACN comparison seems like the most straightforward way to do this.
     

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