Members Voluntary Liquidation (MVL)


A Members Voluntary Liquidation (MVL) is applicable where a company is solvent, has served its purpose and has no further function or where the directors would like to retire. In addition, a MVL can help directors release shareholder capital in a very tax efficient manner. It should also be remembered that the company must have sufficient funds to discharge its liabilities within 12 months from the commencement of the winding up. However, where a company has no accumulated liabilities then it should be possible to conclude the winding up within approximately 3 to 6 months of the commencement.

To initiate the process of MVL the directors must sign a declaration of solvency in accordance with Section 207 of the Companies Act, 2014.

Members Voluntary Liquidation Process

  • Directors make a statutory Declaration of Solvency & place the company in an MVL.
  • This Declaration is sent by post to all shareholders, including notice of a meeting of shareholders.
  • A majority of the shareholders must vote in favour of the MVL for the MVL to proceed.
  • The company closes, stops trading and the liquidator initiates their duties and procedures.
  • MVL is also a very tax efficient way to wind up a company that is solvent & has no further function.

John O'Riordan - Partner - Dillon Eustace Solicitors

Over the years I have worked with PJ Lynch on many Insolvency Cases. PJ’s knowledge, experience and expertise in the areas of Insolvency and Liquidation is first class. I have also recommended to PJ to some of my own clients. PJ has a meticulous attention to detail and delivers excellence to his clients. I certainly have no hesitation in recommending PJ Lynch in the areas of Liquidation, Accountancy and Taxation advice.

Barry Sheridan - Chrome Capital Ltd.

I am delighted to recommend PJ Lynch & Co. I have been dealing with PJ and his team for many years. I have recommended numerous clients to PJ over the years and they have always been very professionally looked after. PJ and his team manage the complete Payroll for both our companies and the service that we receive is second to none. To have their expertise and support whenever we need it is fantastic and actually frees me up to spend more time running my business.

This can take place when the directors believe that the company is solvent. A majority of the company’s directors must make a statutory declaration of solvency and then pass a resolution to wind up the company.
The statutory declaration will state that the directors of the company have made a full inquiry into the company’s affairs and that, having done so, they believe that the company will be able to discharge its debts in full within 12 months from the start of the winding-up procedure.

The declaration will include a statement of the company’s assets and liabilities as of the latest practicable date before making the declaration.

The liquidation starts when the members, at a general meeting, pass a resolution (Section 207 of the Companies Act, 2014) this is usually a special resolution to wind up the company voluntarily.
Yes. Notice of the special resolution for a voluntary winding-up of the company must be published in the Government Gazette, Iris Oifigiuil within 14 days of the meeting in accordance with Section 592 of the Companies Act, 2014

All statutory documents must be completed and filed in the Companies Registration Office.