RE: distribution18 Oct 2016 20:43
I have a copy:
As you are aware, on 7 January 2016 the Shareholders of Pure Wafer plc passed resolutions to place the Company into members’ voluntary liquidation and to appoint Samantha Jane Keen and I as Joint Liquidators.
I refer to my letter dated 30 June 2016 and I write to provide a further update to the shareholders of the Company on the progress of the liquidation.
Third Distribution
I can confirm recent receipt of Company funds which were being held in ESCROW relating to the sale of the Company’s subsidiary Pure Wafer Inc. As such I intend to make a third interim distribution to shareholders within the next five business days and I expect the distribution to be 4p per share.
This will bring total distributions in the liquidation to date to 175p per share. You might recall that in the Circular dated 11 December 2015, the board of directors anticipated that the Joint Liquidators will make a total distributions of up to 188 pence per share and I am pleased to confirm that it is still anticipated that total distributions by the conclusion of the liquidation should be on or around 188 pence and more details in relation to factors which affect this appear below.
Outstanding matters
We are in protracted correspondence with HM Revenue & Customs (‘HMRC’) regarding the agreement of the Company’s tax position and specifically in relation to the Corporation Tax return for the period ending 6 January 2016.
We are seeking confirmation from HMRC that they will not be raising any enquiries in relation to the tax return. I am seeking this confirmation because the Company applied substantial shareholding exemption in relation to the sale of its former subsidiary and whilst I am satisfied that the exemption should apply, the legislation in relation to the exemption is complex and a number of conditions must be satisfied in order for the exemption to apply. Should HMRC disagree with the use of the exemption, Corporation Tax would be payable on the sale of the subsidiary and so I am continuing to retain a provision in this regard. Please note that this is a provision only and I hope that tax clearance should be obtained soon and I will be able to release this provision and distribute sums retained to shareholders in accordance with the circular in due course.
My request has recently been escalated to a specialist team within HMRC and as such I hope the position will be clarified in the near future, however, the timing and amount of distributions do rely on their response.
If possible this distribution will be combined with other future distributions in the interests of efficiency, but this will be reviewed to ensure that the Joint Liquidators continue to act in the best interests of shareholders.
The other key outstanding issue in the liquidation at present relates to a dilapidations claim made against the Company in relation to one of its former premises.