Editor's Blog1 min ago
Who Owns Intellectual Property After A Business Liquidation Process Is Complete.
9 Answers
I have found some documents (drawings etc) that are the Intellectual property of a company that went bankrupt about 5 years ago. The liquidation process will have been completed long ago and I just wondered who 'owns' these documents now.
When does the receivers interest in company assets end - when the liquidation is signed off?
When does the receivers interest in company assets end - when the liquidation is signed off?
Answers
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Disclaimer: I am not a lawyer. The IP is not yours. This is not a situation of 'finders keepers' Even though you have found some drawings, it is not clear if the IP ownership in those stray drawings was re-assigned during the winding-up procedures. It is quite likely that someone else already owns the IP associated with the former company. Often in the...
16:52 Fri 23rd Feb 2018
The search at Companies House won't cost you anything and neither will getting in touch with whoever was appointed to deal with the Company's affairs. As to answering your specific questions, that will be a matter for the person ( people) involved to answer. It's not something that cane be answered without specific knowledge of details of the case. Hope this helps?
Disclaimer: I am not a lawyer.
The IP is not yours. This is not a situation of 'finders keepers'
Even though you have found some drawings, it is not clear if the IP ownership in those stray drawings was re-assigned during the winding-up procedures. It is quite likely that someone else already owns the IP associated with the former company.
Often in the winding-up procedures there is a catch-all clause about IP and that is re-assigned to banks or other parties who had a claim on the company.
Even though you happen to have found some drawings, that does not give you any rights on the IP associated with them. Possessing the drawings does not give you ownership of the IP.
That would be like suggesting that owning a Picasso print gives ownership of the original. A drawing is just a representation of the idea or IP. Not the IP itself.
If you use it (the IP), and especially if you make money from it, then I strongly suspect that would be illegal. You might be seen as stealing from the assets either of the re-assigned owner, or of the defunct company.
It is not clear from your question if this is an idle intellectual exercise, or whether you are thinking about exploiting the drawings to make money.
If the latter, then I'd strongly advise you to seek proper legal advice, before approaching the receivers or any other party representing the defunct company or its (former) creditors.
Good luck!
The IP is not yours. This is not a situation of 'finders keepers'
Even though you have found some drawings, it is not clear if the IP ownership in those stray drawings was re-assigned during the winding-up procedures. It is quite likely that someone else already owns the IP associated with the former company.
Often in the winding-up procedures there is a catch-all clause about IP and that is re-assigned to banks or other parties who had a claim on the company.
Even though you happen to have found some drawings, that does not give you any rights on the IP associated with them. Possessing the drawings does not give you ownership of the IP.
That would be like suggesting that owning a Picasso print gives ownership of the original. A drawing is just a representation of the idea or IP. Not the IP itself.
If you use it (the IP), and especially if you make money from it, then I strongly suspect that would be illegal. You might be seen as stealing from the assets either of the re-assigned owner, or of the defunct company.
It is not clear from your question if this is an idle intellectual exercise, or whether you are thinking about exploiting the drawings to make money.
If the latter, then I'd strongly advise you to seek proper legal advice, before approaching the receivers or any other party representing the defunct company or its (former) creditors.
Good luck!
thanks Kidas - that does put it into perspective. The reason i have them is because i was involved with them (but not their origination).
The catch-all re-assignment is probably the key issue.
The fact that a lot of time has passed and the low intrinsic value makes me want to just leave it be.
Thanks.
The catch-all re-assignment is probably the key issue.
The fact that a lot of time has passed and the low intrinsic value makes me want to just leave it be.
Thanks.
Usually anything which was owned by an insolvent company, but which wasn't transferred to a new owner through the liquidation process, becomes the property of the Official Receiver.
However the Official Receiver is actually unaware of much of what his office owns, particularly in regard to things like intellectual property rights, simply because no written record of the property's existence formed any part of the liquidation process.
However the Official Receiver is actually unaware of much of what his office owns, particularly in regard to things like intellectual property rights, simply because no written record of the property's existence formed any part of the liquidation process.
thanks Buenchico and Kvalidir - it is difficult giving any more details of the documents & drawings. I agree that the official receiver is most likely unaware of the IP's existence but if the norm is to assign any IP en bloc as Kidas says then I cant claim them or the IP in any way.
Even though the company has gone - the ex-directors may still recognise it if they happened to come across it.
There is an element of what they dont know wont hurt too.
I feel though that the intrinsic value at the moment is nothing without me adding to it. I could approach the receiver and offer a nominal sum but I think that would make unnecessary work - splitting £1.50 across the people owed money more than 5 years ago would not really seem sensible.
What I add to the project would become my IP so really the only ever future claim against me might be whatever the intrinsic value is right now - I think.
Even though the company has gone - the ex-directors may still recognise it if they happened to come across it.
There is an element of what they dont know wont hurt too.
I feel though that the intrinsic value at the moment is nothing without me adding to it. I could approach the receiver and offer a nominal sum but I think that would make unnecessary work - splitting £1.50 across the people owed money more than 5 years ago would not really seem sensible.
What I add to the project would become my IP so really the only ever future claim against me might be whatever the intrinsic value is right now - I think.
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