URGENT INSTRUCTIONS

Setting Up Starling Bank & Curing the Breach

CONFIDENTIAL CLIENT MEMO
To: Philip Anthony Harrison
Entity: Los Romeros Limited (Company No. 06993349)

Philip, because Wincham negligently transferred the £265,000 proceeds of the Los Romeros property sale directly into your personal bank account, you are currently in breach of UK company law and exposed to a 33.75% "Director’s Loan" tax penalty.

To immediately fix this, you must open a corporate bank account in the name of Los Romeros Limited and move the exact amount of money into it. Because traditional high street banks take weeks to open business accounts, you must use Starling Bank, a fully regulated UK digital bank that approves accounts in 24 to 48 hours.

Phase 1: Setting Up the Starling Corporate Account

Please gather these two items before starting:

Step-by-Step Instructions:

  1. Download the App: Open the App Store (on iPhone) or Google Play Store (on Android) and search for "Starling Bank". Download and install the app.
  2. Start the Application: Open the app and tap "Open a Business Account".
  3. Personal Details: The app will ask for your personal phone number, email, and home address. Enter your normal contact details.
  4. Identity Check: The app will turn on your phone's camera. Place your Passport or Driving Licence in the frame and take a photo of it. Next, the app will ask you to record a short 5-second video of your face speaking a specific phrase that appears on the screen (this proves to the bank you are a real human).
  5. Company Details: The app will ask for your business details. Type exactly Los Romeros Limited. The app will automatically connect to Companies House and pull up your registration number (06993349). Confirm this is correct.
  6. Answering the AML (Anti-Money Laundering) Questions:
    • What does the business do? State exactly: "This is a Special Purpose Vehicle (SPV) / Holding Company. The company has just sold its sole property asset in Spain and is holding the cash reserves pending a formal Members' Voluntary Liquidation (MVL)."
    • Expected Turnover: State £0 going forward, but note that the company is currently holding approx £265,000 in capital from the asset sale.
  7. Submit and Wait: Starling will review the application. Because you are a standard UK holding company, approval usually happens within 24 to 48 hours.

Phase 2: Moving the Money (Curing the Breach)

Once your Starling Business account is approved, they will give you a new Account Number and Sort Code for Los Romeros Limited in the app.

🚨 CRITICAL RULE: TRANSFER THE EXACT GROSS AMOUNT

You might remember a figure of around £243,000 being discussed. That is the estimated final take-home cash you will personally keep months from now after the company pays UK Corporation Tax and you pay your personal Capital Gains Tax to extract it.

You cannot just transfer £243,000 now. Wincham transferred the gross proceeds of the sale (minus Spanish taxes) to you, which was likely closer to £260,000+. If you keep the difference in your personal account, HMRC will instantly view it as an illegal, undocumented Director's Loan from the company to you, resulting in a 33.75% tax penalty on the shortfall.

⚠️ PREPARE FOR A SECURITY FREEZE

Because you are moving a massive sum of money into a brand-new account, your current personal bank's fraud team will temporarily block the transfer to make sure you aren't being scammed. Likewise, Starling might temporarily freeze the incoming money until you prove its source.

Have the Spanish Notary Deeds (Escritura) and Wincham’s transfer receipt ready on your phone or computer to prove exactly where the money came from.

Step-by-Step Transfer Instructions:

  1. Log into your Personal Bank: Open your current personal banking app or website and scroll back to the day the property funds arrived from Wincham (or the currency broker).
  2. Write Down the Exact Figure: Note down the absolute exact amount, down to the penny, that landed in your account. That is the figure you must move.
  3. Set up a New Payee: Add a new payee using the exact name Los Romeros Limited and input your new Starling Sort Code and Account Number.
  4. Send a Test Transfer First: Transfer exactly £1.00 to the Starling account.
  5. Verify: Check your Starling app to ensure the £1.00 arrived successfully.
  6. Transfer the Balance: Once the £1 is clear, go back to your personal bank and transfer the exact remaining balance (the gross amount you wrote down minus the £1 test) so the total sum transferred matches the initial deposit down to the absolute penny.
  7. The Critical Reference Code: When making the transfer, you must set the payment reference exactly as:
    ERROR CORRECTION - CO FUNDS

    *(This proves to HMRC that you are reversing Wincham's mistake and repaying the accidental Director's Loan).*

Phase 3: Do Not Touch It Again

Once the full balance lands in the Starling account, the crisis is averted and the tax risk drops to zero.

Do not spend a single penny of this money, even for company expenses. Leave it frozen in the Starling account. In a few weeks, an Insolvency Practitioner will formally take legal control of that Starling account, pay the company's taxes, and legally distribute the final ~£243k back to your personal account.