Law firm McClure Naismith has admitted to an “embarrassing” error with its paperwork, after receiving an official warning that it could be struck off the Companies House register and dissolved.
Although there is no suggestion the limited liability partnership (LLP) is in financial difficulties, the move is linked to the fact the Glasgow-based firm is late in filing its annual accounts and had failed to tell Companies House that it remains a trading entity.
I fully anticipate that the dissolution process will be stoppedRobin Shannan
McClure Naismith’s accounts were due to be submitted at the end of January and the firm said it was working with auditor Deloitte to resolve “technical issues”.
Under the Companies Act 2006 and regulations surrounding late filings, a private company can be fined £750 if its accounts are more than three months late, rising to £1,500 when they are more than six months overdue.
Failure to file annual returns or accounts is also a criminal offence that can result in directors being fined personally in the criminal courts, according to guidelines issued by Companies House.
They state: “Any criminal proceedings taken as a result of non-filing of annual returns and accounts is separate from and in addition to any late filing penalty imposed against the company.”
The official warning on behalf of the Registrar of Companies told McClure Naismith that, “unless cause is shown to the contrary” within three months, the practice “will be struck off the register and the limited liability partnership will be dissolved”.
McClure Naismith executive chairman Robin Shannan told The Scotsman: “The Companies House process which leads to dissolution is taken under a Companies Act section which applies to LLPs that are not carrying on business. McClure Naismith is very much carrying on business.
“Embarrassingly, a notice received by the firm was misread and we did not write confirming that the LLP is trading, as required, within the period stated in the notice.”
McClure Naismith, which also has offices in Edinburgh and London, has 29 partners. Shannan, who heads up the firm’s commercial and financial services unit, became executive chairman of the practice in October 2012.
Shannan is based in London and has been with the firm for more than 34 years. He said that, as soon as he became aware of the blunder over the paperwork, he wrote to give an explanation to Companies House, which is an executive agency of the UK government responsible for registering the information that companies are legally required to supply and making that data available to the public.
“As 9 May – the date of my letter – was a Saturday, I could not speak to Companies House but I fully anticipate that the dissolution process will be stopped,” Shannan said yesterday.
The most recent accounts available for McClure Naismith, which also employs 17 associates and consultants across its three offices, show turnover fell to £12 million in the 12 months to 30 April, 2013, down from £13.1m the previous year.
Profits before partners’ pay and profit share dropped to £2.7m, compared with almost £3m in 2012, while remuneration for members of the LLP remained broadly unchanged at just over £1m.
Shannan declined to go into detail over the reason for the firm’s failure to file its latest annual figures on time but said: “We are working hard with our auditors to agree the final outstanding technical issues and will lodge the accounts shortly.”
McClure Naismith was founded in Glasgow in 1826 and in 1979 opened its Edinburgh office. A base in London was set up in 1991.