Float Capital Limited, Re

In a creditors’ voluntary liquidation, an office-holder need not undertake a creditor decision procedure where a conflicted creditor holds decisive voting power and the procedure cannot properly succeed. A basis fixed for an administrator is deemed fixed for that office-holder as liquidator on conversion; an estimate confined to the administration does not reopen the route for fixing the basis. The court may increase the amount represented by a carried-over time-costs estimate under rules 18.24 and 18.28. The court must scrutinise estimates for fairness, reasonableness and commensurateness, on sufficient evidence and with the benefit of doubt against the office-holder. Approved estimates are ceilings, not entitlements.

The joint liquidators of a company in creditors’ voluntary liquidation applied for orders concerning their remuneration. The company had moved from administration to liquidation under the Insolvency Act 1986. Its overwhelming creditor, holding approximately 98 per cent of claims, was itself in administration, and one of its administrators was also a proposed liquidator. The application was therefore unopposed but creditor approval could not safely be obtained.

One liquidator, who had not been an administrator, sought an order fixing a time-costs basis under the Insolvency (England and Wales) Rules 2016. The other had been an administrator and sought either a fresh basis or an increase to the administration estimate. The central issues were the creditor-attempt requirement, the 18-month time bar, the carry-over of the existing basis, the court’s jurisdiction to increase the amount, and the appropriate safeguards.

Disposition

The application was granted in part. The court fixed Mr Bouchier’s remuneration basis by reference to time properly given and approved a fees estimate of £362,986.50. It refused Mr Woodthorpe’s application under rule 18.23 but increased and approved his liquidation remuneration at £1,272,872 under rules 18.24 and 18.28. His administration remuneration remained fixed at £229,250, and the excess of £16,951.50 was written off.

1. The deeming provision in rules 18.20(4) and (5) operated office-holder by office-holder. Mr Bouchier had not been an administrator, so no basis had been fixed for him and rule 18.23 was engaged. Rule 18.23(2) did not require him to initiate a creditor process which could only be resolved by a conflicted vote or was bound to fail. The court was satisfied that the creditor route was genuinely unavailable. Alternatively, any non-compliance was a defect or irregularity causing no substantial injustice under rule 12.64, with section 112 available if necessary.

2. Applying the corresponding date principle in Dodds v Walker [1981] 1 WLR 1027 (HL), the application was made within the 18-month period when issued under seal on 23 February 2026.

3. Mr Woodthorpe’s administrator remuneration basis had been fixed by creditors and was deemed fixed for him as liquidator. The distinction between a basis and an estimate meant that an estimate limited to administration work did not make rule 18.23 available.

4. Rules 18.24 and 18.28 permitted the court to increase the amount represented by the carried-over time-costs arrangements. The fees estimate was integral to those arrangements. Rule 18.30 controlled drawing against the operative estimate but was not an exclusive jurisdiction preventing the court from acting under rule 18.28. An increase could cover work already done; rule 18.29(5) concerned a different type of review.

5. Following the scrutiny required by Poxon v Wejo Ltd (in administration) [2025] EWHC 135 (Ch) and the approach explained in Attorney General of Trinidad and Tobago v CL Financial Ltd (Trinidad and Tobago) [2025] UKPC 41, the estimates were reasonable and commensurate on the evidence. They were approved as ceilings, not entitlements. Remuneration had to reflect time properly given, remain subject to reporting and require further court approval if the ceilings were exceeded. The application costs were ordered as an expense of the liquidation.

This was a first-instance remuneration application. The judgment records an earlier order by ICC Judge Greenwood extending the initial decision date; no appeal or lower-court judgment is identified.