Tuesday, 10 June 2008

Who are the 'ENC Management Company'?

I was interested to find out about the 'ENC Management company', the company operating most of the former SPCK bookshops. I looked them up on the Companies House website, along with the new companies for the Durham Cathedral and Chichester shops. The name given on the Companies House site is the 'ENC SHOP MANAGEMENT CO.'

Here are the company 'appointments':
ENC SHOP MANAGEMENT CO.
Company Number: FC028292
SECRETARY: BREWER, SANDRA K
DIRECTOR: BREWER, J MARK
DIRECTOR: BREWER, PHILIP W

DURHAM CATHEDERAL SHOP MANAGEMENT CO.
Company Number: FC028290
SECRETARY: BREWER, SANDRA K
DIRECTOR: BREWER, J MARK
DIRECTOR: BREWER, PHILIP W

CHICHESTER SHOP MANAGEMENT CO.
Company Number: FC028291
SECRETARY: BREWER, SANDRA K
DIRECTOR: BREWER, J MARK
DIRECTOR: BREWER, PHILIP W

For comparison, the 'bankrupt' Saint Stephen the Great:
SAINT STEPHEN THE GREAT
Company Number: 06110519
DIRECTOR: BREWER, JOHN MARK
DIRECTOR: BREWER, KAREN ELLEN
DIRECTOR: BREWER, SANDRA KAY

It is, quite blatantly the same people.

Dyfrig made some really useful extra points on my site before it died mid-morning. Here are some of them:
The company that's filed for bankruptcy in the US is SSG-LLC. The first thing to note is that companies go bankrupt in America; in the UK, individuals go bankrupt, companies go into liquidation. The Chapter 11 filing protects the American company in America and under any contracts with people or bodies outside America which are expressed to be under American law. So only if an SPCK worker's contract is expressed to be with SSG-LLC will that person be affected by the change in employment.

In order to trade in England & Wales, an organisation must either be a limited company (this includes charities that are limited by guarantee) or a limited liability partnership (it could be an unlimited partnership, but this is unlikely). Overseas companies therefore normally create a company in England & Wales. Saint Stephen the Great is a registered company in Poole. As at today, June 10th, it is neither in adminstration nor liquidation.
Just because SSG-LLC is in bankruptcy in the US doesn't mean that SSG Ltd in Poole is subject to the same protection, because it's a separate legal entity from SSG-LLC.

Also:
On the whole St Stephen the Great Ltd / SSG-LLC issue, there is indeed only one company with that name registered in England & Wales, and that company is NOT in administration according to Companies House. Something called SSG LLC may have applied for Chapter 11 in the States, but I'm not clear how that can apply to an Englishregistered company. (ENC is actually registered with an "FC" number, which means it's a foreign company - perhaps ENC has been registered in England and THEN gone into Chapter 11 in the States?).

The Trust's website purports that there is a company called Saint Stephen the Great LLC, but that is incorrect, as companies is England & Wales cannot have that suffix - they must carry "Ltd" (or "Cyf"). The Trust may hold itself out as "SSG LLC" but that is not its identity and the legally registered company is Saint Stephen the Great Ltd, a company limited by guarantee and a registered charity.

3 comments:

Veritas said...

Dyfrig well done. How did the Brewer’s do the Australian thing? Can Third Space Bookshops and the Orthodox Church Mission Fund be tracked?

On a bit of a different point, as far as I know Durham Cathedral Shop has it’s own bank account. Any vicar who has an account with the shop is told to make cheques out to “The Durham Cathedral Shop”. Surely those cheques cannot be deposited in any other account. Maybe other shops that used to operate under SSG-LLC have had to do their banking differently. The commenter on Phil Groom’s blog might just have lumped all shops together. It’s kind of easy to focus on Durham and Chichester.

Jim said...

However, their UK bookshops’ website clearly state’s the company’s name as being “Saint Stephen the Great LLC”. They are obviously mistaking the limited liability partnership as being an LLC, but as you rightly point out, there is no provision for a ‘limited liabilty company’ in UK company law only partnership. This link gives more info:
http://en.wikipedia.org/wiki/Limited_liability_partnership

Phil Groom said...

In all the chaos and confusion, just strikes me as incredibly sad that they can’t even spell ‘Cathedral’ correctly. At first I wondered if this was a typo from Dave (sorry, mate!), but no, ‘Cathederal’ is the way it’s spelt at Companies House…

(posting this comment on the main site too)