UK Government

Insolvency Service: Unauthorised shares-selling company closed down

Press Release   •   Dec 18, 2009 10:33 GMT

Minerva Corporate Development Limited

An unauthorised share selling company based in Abertillery, South Wales has been wound up in the High Court following an investigation by Companies Investigation Branch (CIB) of the Insolvency Service.

Minerva Corporate Development Limited (Minerva) sold shares in two main client companies, Magna Group plc (Magna) and Metal Innovations Holdings plc (Metal Innovations). This raised over £7.5 million in sale proceeds, of which Minerva retained £3.8 million or just over 50%, by way of commissions and dubious ‘Investor Relations’ services. Minerva failed to keep adequate records to even show how many shareholders had been lured into share purchases, mainly on the back of unsubstantiated and over-inflated claims it had made about the two client companies. One of these Magna, was wound up in the High Court in July 2009 following a separate CIB investigation.

Minerva was in breach of a number of Financial Services and Markets Act 2000 (FSMA) share selling regulations. Not only was the company not authorised by the Financial Services Agency (FSA) to conduct a share selling business, it targeted prospective clients through illegal cold calling approaches to unsuspecting members of the public. In the case of Magna , Minerva made serious misrepresentations as to the value of the business of Magna and its future growth prospects, leading many investors to make multiple share purchases.

The CIB investigation also found that Minerva:

*   had failed to pay very substantial sums in tax (VAT, PAYE and NI);

*   had paid unexplained kickbacks;

*   had allowed its assets to be used for the personal benefit of a director; and

*   was insolvent.

Notes to Editors

1. The registered office of Minerva was at 49 Somerset Street, Abertillery, Gwent, NP13 1DL, the office of former company accountants Theo Jones & Co.

2. The winding up petition was presented under s124A of the Insolvency Act 1986 on 31 July 2009 and the winding up hearing was on 9 December 2009.

3.  The Insolvency Service carries out confidential enquiries on behalf of the Secretary of State for Business, Innovation and Skills through Companies Investigation Branch.

4. The Insolvency Service administers the insolvency regime investigating all compulsory liquidations and individual insolvencies (bankruptcies) through the Official Receiver to establish why they became insolvent. The Service also authorises and regulates the insolvency profession; deals with disqualification of directors in corporate failures; assesses and pays statutory entitlement to redundancy payments when an employer cannot or will not pay employees; provides banking and investment services for bankruptcy and liquidation estate funds; and advises ministers and other government departments on insolvency law and practice.

5. All public enquiries concerning the affairs of the company should be made to: The Official Receiver, Public Interest Unit, Area 2.4, 21 Bloomsbury Street, London WC1B 3SS. Telephone No. 020 7637 6414, email piu.or@insolvency.gsi.gov.uk

6.  Media Enquiries should be directed to:  Ade Daramy, Press Officer, Insolvency Service, 21 Bloomsbury Street, London, WC1B 3QW Telephone: 020 7637 6279 or Lynne Nasti, Press Office Manager on 020 7596 6187.

Ins/Coms/CIB/60

Notes to editors

Contacts

NDS Enquiries
Phone: For enquiries please contact the above department
ndsenquiries@coi.gsi.gov.uk