Members Voluntary Liquidations

Members Voluntary Liquidations

Where a company is solvent and its members wish to cease trading and have its assets distributed to them personally without paying stamp duty on the transfer of the assets, they can do so by resolving to wind up the company up by Members’ Voluntary Liquidation.  However, before the members can pass a Special Resolution to that effect, a majority of the directors must execute a Statutory Declaration declaring:-

1. that they have made a full enquiry into the affairs of the company;

2. and on the basis of the statement of the company’s assets and liabilities made up to a date no more than 3 months before making the declaration, they have formed the opinion that the company will be able to pay its debts in full within 12 months of the commencement of the winding up.


Act as Liquidator for solvent non-trading companies

Elaine McGrath, partner, can act as liquidator.  Elaine is assisted by our company secretarial manager, Eoin Ó Caollaí, in the administration of the liquidations.  We take care of all of the legal requirements including the pre-liquidation paperwork/Statutory Declaration of the directors/board meetings/written resolution of the members to wind up the company and CRO forms.

We work with the company auditors and tax advisors (if different) who continue to advise in relation to the company’s outstanding pre-liquidation tax returns until the conclusion of the liquidation.

Distribution of property in specie and sale of property

Where the company holds property, our property lawyers handle the distribution in specie of the property or the sale of the property prior to the completion of the liquidation.

Employment law advice

We also provide employment law advice on the pre-liquidation transfer and/or redundancy of staff.


We have successfully (and speedily) completed Members’ Voluntary Liquidations of companies in the following businesses:-

  • Property Holding and Investment
  • Property Sale, Development and Rental
  • Pharmaceutical
  • Waste Management
  • Finance Providers

For further information please contact Elaine McGrath at