Exit Strategies for Gibraltar Entities: Navigating Liquidations Strike Offs and How Hassans Can Support.

Exiting a Gibraltar entity requires careful planning and understanding of the available legal routes and regulatory obligations. Whether the objective is an efficient cease of trading an orderly realisation of assets or creditor protection the Companies Act 2014 and the Insolvency Act provide the regulatory backbone for liquidation and strike-off procedures. Businesses can choose exit strategies tailored to their circumstances with professional guidance essential to ensuring compliance and stakeholder confidence.

Gibraltar’s General Position on Entity Exits

Gibraltar entities may opt for voluntary solvent or insolvent liquidations compulsory liquidation or strike-off depending on business needs and financial standing. The process is strictly regulated ensuring transparency and protection for creditors shareholders and the wider market. Increasingly regulatory expectations such as the GFSC’s solvent exit planning for insurers mean firms must be proactive in planning for orderly exits and reporting risks barriers and resources needed for solvent wind-downs.

Liquidations: Procedures and Types

Voluntary Liquidations

Shareholders may initiate voluntary winding up when the entity is solvent. Directors must make a statutory declaration of solvency demonstrating that all debts can be paid in a designated period. Licensed liquidators are appointed to realise assets settle liabilities and distribute surplus to shareholders. Accurate preparation of solvency statements and timely filings with Companies House are essential to avoid delays or legal repercussions.

Involuntary and Compulsory Liquidations

If a company is unable to pay its debts a creditor or member may petition the Supreme Court triggering compulsory liquidation under the Insolvency Act. An official receiver or court-appointed liquidator takes control ensuring creditor claims are addressed fairly. Compulsory wind-up can also be ordered if regulatory obligations such as minimum shareholding or annual activity are not met.

Solvent vs Insolvent Liquidations

Solvent Liquidations require directors and shareholders to affirm the company’s ability to pay all debts appoint a professional liquidator and close the entity in an orderly manner.
Insolvent Liquidations typically commence via court process involve official receivers and prioritise creditor protection with strict statutory requirements.

Striking Off: Simplicity for Non-Trading Companies

Where an entity has no remaining assets or liabilities a voluntary strike-off may be more appropriate. Directors apply to the Registrar who exercises discretion to remove the company from the register. This process avoids the complexity of liquidation and suits dormant or asset-free entities.

Key Roles: Liquidators and Regulators

Licensed liquidators ensure proper conduct of wind-downs including asset realisation creditor payments meeting statutory deadlines and reporting to the Registrar. Misconduct or failure to comply has serious legal consequences for directors and liquidators. The GFSC review exit plans especially for regulated entities such as insurance companies. Compliance with guidance notes and proactive planning supports operational resilience and trust.

How Hassans Can Assist

We can offer end-to-end support across all exit scenarios:

• Advising on the optimal exit route for each client profile evaluating solvency position and stakeholder needs.
• Drafting statutory declarations resolutions and regulatory submissions with compliance and accuracy.
• Providing access to licensed liquidators experienced in Gibraltar wind-downs ensuring statutory and regulatory requirements are met efficiently.
• Managing debt creditor negotiation and court processes for insolvent entities.
• Facilitating dialogue with the GFSC and Companies House offering strategic and technical input for regulated exits.
• Supporting strike-off applications and advising on implications for directors and shareholders.

By combining deep regulatory expertise drafting capability and access to licensed professionals we stand ready to guide Gibraltar businesses through every stage of the exit process protecting value maintaining compliance and contributing to market trust. Reach out to our me on matthew.torres@hassans.gi for tailored advice or a confidential consultation on winding up your Gibraltar operation.

Subscribe to more insights from me here.