CONVEYANCING - TITLE TO BONA VACANTIA ASSETS
DISSOLVED COMPANY, ULTIMUS HAERES DECEASED OR MISSING PERSON AS CURRENT INFEFT PROPERIETOR
The Conveyancing procedures where a heritable asset of (a) a dissolved company or (b) an
Ultimus Haeres (UH) deceased or (c) a missing person have fallen to the Crown as
bona vacantia (BV), either in terms of Section 654 of the Companies Act 1985 or at common law, are as follows: -
The firm of Solicitors acting for the prospective purchaser from the QLTR (or his agent) extends a draft Royal Warrant (which in essence is the Sovereign's instruction to the Keeper of the Registers of Scotland (ROS) to grant title to all the assets of the Company or the UH deceased or the missing person to the QLTR).
The Royal Warrant also contains the specific conveyancing description of the (first split off from the) heritable property within the holder's infeft title and which the QLTR now proposes to sell.
The accuracy of that draft description is checked by ROS before the Warrant is engrossed by the QLTR Unit and sent by it to London for execution on behalf of the Sovereign.
The signed Royal Warrant is then presented by the QLTR to the Keeper who himself issues a Writ known as a Deed of Gift in name of the Sovereign to the QLTR. This Deed of Gift contains the specific conveyancing description which appeared in the Royal Warrant - but in fact the Deed transfers all heritable and moveable assets of the dissolved company or the UH deceased or the missing person to the QLTR. (The QLTR is in the unique position in Scotland of not requiring to obtain Confirmation before he can intromit with any asset of a UH estate.)
The Deed of Gift is used as a link in title in the Disposition.
ROS will require production of a Certified True Copy of the original Deed of Gift in support of the application for registration of the purchaser's Disposition and this will be provided by the QLTR Unit. The original will be retained by the QLTR Unit as it may be required to support further sales from the totality of the BV assets of that dissolved Company or UH estate or missing person. The Deed is the QLTR's title.
Please note that the process from the time of approval by ROS of the extended draft Royal Warrant to the delivery to the QLTR by the Keeper of an executed Deed of Gift takes between six and eight weeks. It cannot be accelerated.
The QLTR Unit supplies a
pro forma of each of the Royal Warrant and the Disposition from the QLTR for use by purchasers' solicitors.
QLTR Unit
Crown Office
25 Chambers Street
Edinburgh
EH1 1LA