Wenzel’s Faces Winding-UP by HMRC: Legal Ways to Avoid Insolvency

Wenzel’s the Bakers, a high-street bakery chain with over 100 stores across the UK, primarily in London and the Home Counties, currently faces a winding-up petition filed by HMRC on 19 March 2025. This legal action highlights the serious consequences of unpaid tax liabilities and underscores the critical need for proactive financial management and legal preparedness in today’s challenging economic environment.

Wenzel Limited’s Financial Crisis

Wenzel’s the Bakers, established in London 50 years ago, has grown to rival Greggs in some parts of Britain. The company operates 109 stores and has been experiencing financial difficulties in recent years.

Financial details:

• Profit decreased from £5.6 million in 2022 to £1.6 million in 2023
• Three directors have left the company since the last published accounts
• The company has until 31 March 2025, to submit its latest annual report and financial statements

HMRC Issued the Winding-Up Petition

Winding-Up Petition Filed: HMRC issued the petition on 19 March 2025, with no hearing date currently set.

Financial Performance: Recent accounts show a significant profit decrease, with competition from other bakery chains and economic pressures affecting performance.

Management Response: Wenzel’s Chief Operating Officer, Karl Spinks, stated the company is engaged in ongoing discussions with HMRC and expects to resolve the matter shortly without redundancies or store closures.

Legal Framework for Winding-Up Petitions

The winding-up process in the UK is governed by the Insolvency Act 1986, which provides the legal basis for compulsory liquidation.

Key Insolvency Law Provisions

Debt Threshold: Under s.123, a creditor can petition for winding up if the company owes at least £750 and fails to pay within 21 days of receiving a statutory demand.

Petition Process (s.124): The creditor files the petition in the High Court or relevant jurisdiction.

Court Consideration: The court evaluates whether the debt is genuinely disputed or the company is insolvent.

Winding-Up Order: If granted, an official receiver or an insolvency practitioner is appointed to liquidate the company’s assets and distribute funds to creditors.

Alternative Legal Remedies

• Company Voluntary Arrangement (CVA) (s.1 IA 1986): Allows companies to negotiate a structured repayment plan with creditors.
• Administration: Aims to rescue the company as a going concern by restructuring its debts.
• Injunction to Restrain Advertisement: Courts may grant an injunction to prevent a petition’s publication if there is a bona fide dispute.

Consequences of a Winding-Up Order

A successful winding-up petition has severe repercussions, including:

Director’s Disqualification (Company Directors Disqualification Act 1986): Directors could face penalties if misconduct is found.

Compulsory Liquidation: If the petition proceeds, the company is dissolved, and its assets are sold to satisfy creditor claims.

Loss of Control: Directors lose control over the company’s affairs as an insolvency practitioner takes over.

Reputational Damage: Public advertisement of the petition can deter investors and suppliers.

Defending a Winding-Up Petition: Strategic Legal Approaches

If a company faces a winding-up petition, seeking expert legal representation is crucial to mitigating risks. Key strategies include:

1. Negotiating with Creditors

A company facing a winding-up petition can engage in settlement discussions with creditors to arrange a feasible repayment plan. Creditors may agree to time extensions or staged payments rather than pursue costly legal action. Clear communication and a structured proposal can encourage creditors to consider alternative resolutions.

2. Seeking an Adjournment or Dismissal

If the debt is genuinely disputed, the company can challenge the winding-up petition, as seen in Re a Company (No 00392 of 1991) [1992] BCLC 865. It may also seek an injunction to prevent the petition from being advertised, avoiding reputational and financial harm. Swift legal action can help the company mitigate risks and protect its interests.

3. Applying for a Validation Order (s.127 IA 1986)

Under Section 127 of the Insolvency Act 1986, a company facing a winding-up petition requires court approval to make financial transactions. A validation order ensures essential payments remain legally valid and prevents disruption to business operations. Courts grant these orders if the transactions are in the best interest of creditors and necessary for trading continuity.

4. Entering Administration or a CVA

Administration offers legal protection from creditors, allowing time for restructuring while halting winding-up proceedings. An appointed administrator assesses the company’s financial position and recovery options. Alternatively, a Company Voluntary Arrangement (CVA) enables the company to negotiate a structured repayment plan while continuing operations. Both options help businesses avoid liquidation and regain financial stability.

Expert London Winding-Up Petition Solicitors

We specialise in insolvency law and offer strategic solutions tailored to each case. Our services include:

• Defending Winding-Up Petitions: Challenging improper petitions and negotiating with creditors.

• Obtaining Injunctive Relief: Preventing the petition from being advertised.

• Securing Validation Orders: Ensuring business continuity during legal proceedings.
• Advising on Restructuring: Implementing CVAs, administrations, and other debt recovery solutions.

Our expertise and proactive legal approach help businesses navigate financial distress and secure their future.

Contact Us for Expert Legal Assistance

Facing a winding-up petition can be daunting, but timely legal action can protect your business. Contact our specialist insolvency lawyers today for a confidential consultation. 📞02071830529