Statutory Due Diligence & Insolvency Archive

The Voiceover Network Ltd Company No. 09393690 (In Liquidation)

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Elements Demos Ltd Company No. 16180390 (Successor Entity)

Director: Rachael Naylor (Registered as Rachael Parker) | Corporate Succession, Insolvency Deficiency & Conduct Matrix

Executive Summary: Core Statutory Findings

Plain-English Briefing

This public statutory archive establishes the documented transition between two sole-directed companies, demonstrating an immediate transfer of commercial operations alongside the total abandonment of statutory liabilities owed to former employees, trade suppliers, and the taxpayer:

1. Pre-Emptive Corporate Setup

On 13 January 2025, sole director Rachael Parker (Naylor) incorporated Elements Demos Ltd (16180390). This occurred 66 days before liquidators were appointed to wind up The Voiceover Network Ltd (09393690), and 18 days before any public announcement citing personal illness was made to members.

2. Identical Trade & Location

Trading continued from the identical registered office (Unit 4 Grovelands, Boundary Way). The same director continued selling the identical services – high-ticket mentoring ($3,938 Accelerator), workshops, webinars, and commercial demo reels – while appropriating the proprietary subscriber mailing lists of the insolvent company (statutorily declared as £0 asset value) to market the successor entity debt-free.

3. £206k Debt & Unpaid Staff

The predecessor company was liquidated leaving £206,010.60 unpaid. This included £53,400.29 in unpaid employee claims (requiring the liquidator to assist 3 former staff in claiming from the government Redundancy Payments Service) and £38,145.58 owed to HMRC. Creditors received 0.00p in the pound.

4. Director Withdrawals & Stonewalling

Joint Liquidators formally recorded identifying pre-liquidation payments made to the director. While repeated statutory inquiries to the director received no response, the director remained publicly active throughout, marketing and enrolling clients for identical demo production and coaching services under the successor entity. Investigations were closed because the predecessor bank account held merely £198.19, making recovery legal action uncommercial.

Statutory Notice: Clear Case of Abusive Phoenix Enterprise

Under the Insolvency Act 1986 and the Company Directors Disqualification Act 1986, an "abusive phoenix enterprise" occurs where a director liquidates an insolvent company to extinguish liabilities owed to staff, public taxation, and trade suppliers, while continuing to sell the identical services to the same market under a newly incorporated, debt-free corporate shell.

[CRITERION MET] Identical Commercial Offering: The successor company (Elements Demos Ltd) offers the exact same products, curricula, mentoring programs, webinars, and demo production services previously traded under The Voiceover Network Ltd.
[CRITERION MET] Identical Governance & Sole Directorship: Rachael Parker (also known publicly as Rachael Naylor) is the sole registered director and shareholder of both entities.
[CRITERION MET] Identical Trading Address: Elements Demos Ltd was incorporated at Unit 4 Grovelands, Boundary Way, Hemel Hempstead, HP2 7TE – the exact registered office of the insolvent predecessor.
[CRITERION MET] Pre-Emptive Timing (66-Day Window): Elements Demos Ltd was registered on 13 January 2025; liquidators were appointed 66 days later on 20 March 2025 to liquidate £206,010.60 in unpaid debt.
[CRITERION MET] Claimed Incapacity vs. Active Commercial Continuity: While citing personal health and incapacity to creditors and shutting down member portals, the director simultaneously incorporated and spearheaded the successor vehicle, maintaining unbroken trade, mailing lists, and client intake.
[CRITERION MET] Antecedent Payments & Liquidator Non-Cooperation: The Joint Liquidators’ Final Account formally records that pre-liquidation payments were made to a former director and that "despite numerous attempts at contacting the former director, no response was received", forcing investigations to close because the company held zero funds to pursue recovery.
[CRITERION MET] Total Loss to Creditors & Staff: Liquidators confirmed a final dividend of 0.00p in the pound; £53k owed in employee claims was left entirely unpaid, requiring the government Redundancy Payments Service to step in for former staff.

Chronological Succession at a Glance

31 Jan 2025

The Voiceover Network Ltd Predecessor Closure Network closure publicly attributed solely to personal health; successor company already active for 18 days.

Autumn 2025

Elements Demos Ltd Commercial Continuity Network subscriber lists and established channels repurposed to market $3,938 Accelerator courses and demo reels.

13 Jan 2025

Elements Demos Ltd Successor Formed Incorporated at identical registered office 66 days prior to liquidator appointment.

20 Mar 2025

The Voiceover Network Ltd Liquidators Appointed FRP Advisory appointed. Sworn statement values assets as £0 (NIL); £206k left unpaid.

May 2026

The Voiceover Network Ltd 0.00p Final Dividend Joint Liquidators confirm zero recovery for staff, HMRC, and trade creditors; company dissolved.

Liquidator Appointed: 20 March 2025

Predecessor Entity (In Liquidation) The Voiceover Network Ltd

Company Number: 09393690
Status: Creditors' Voluntary Liquidation
Statement of Affairs Signed: 13 March 2025
Liquidator Engagement Date: 20 March 2025 (FRP Advisory)
Sole Director: Rachael Parker (Naylor)
Registered Office: Unit 4 Grovelands, Boundary Way
Sworn Deficiency: £206,010.60 Left Unpaid
Final Dividend: 0.00p (NIL) to all creditors

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66-Day
Overlap

Incorporated: 13 January 2025

Successor Entity (Pre-Emptively Formed) Elements Demos Ltd

Company Number: 16180390
Status: Active / Trading
Incorporation Date: 13 January 2025 (66 Days Pre-Liquidation)
Public Closure Post: 31 January 2025 (18 Days Post-Incorporation)
Sole Director: Rachael Parker (Naylor)
Registered Office: Unit 4 Grovelands, Boundary Way (Identical Address)
Current Websites: elementsdemos.com | voaccelerator.com
Financial Standing: Trading free of predecessor debts

Liquidator Findings & Statutory Conduct Record (Companies House Form LIQ14)

In their statutory Final Account filed pursuant to Section 106 of the Insolvency Act 1986, Joint Liquidators Sarah Cook and Miles Needham (FRP Advisory Trading Limited) recorded specific findings regarding the conduct of the liquidation and antecedent transactions:

"Review of the Company's bank statements for antecedent transactions prior to the date of Liquidation, further investigation discovered payments made to a former director. Despite numerous attempts at contacting the former director, no response was received and so further recovery action would prove uncommercial to the Liquidation."
– FRP Advisory Final Account, Appendix C (Investigations & Asset Realisation)

The "Uncommercial" Barrier: The bank account surrendered to liquidators contained merely £198.19. Because the company was stripped of realisable funds, the liquidators were forced to write off £7,481.50 in time costs and could not finance legal recovery actions against the director.

The Employee Claim Record: The filed statutory record confirms the nature and handling of outstanding liabilities:

Government Redundancy Claims: The liquidators explicitly recorded providing "Assistance to employees (3) in submitting their claims to the Redundancy Payments Service" – the statutory UK government fund that pays unpaid wages, notice pay, and statutory redundancy when an employer defaults.
Distinct Statutory Classification: In official UK company accounting (including the company's filed 2022 and 2023 accounts), "Directors' Loan Accounts" are legally recorded under separate liabilities (Note 7). The £53,400.29 deficiency is sworn and recorded as Unsecured Employee Claims.
0.00p Distribution: Former employees received zero pence in the pound from the company estate.

Commercial Identity: Verbatim Product & Service Continuity

Service / Asset Category	Predecessor Offering (The Voiceover Network Ltd)	Successor Offering (Elements Demos Ltd / voaccelerator.com)
The Mentorship Program	"The VoiceOver Accelerator" Marketed as an "experiential learning programme to learn by doing" hosted by Rachael Naylor under The VoiceOver Network umbrella (promoted Nov 2023).	"The VoiceOver Accelerator" Marketed identically as the "Rachael Naylor VoiceOver Accelerator" ($3,938 enrollment / mentoring cohorts) sold via voaccelerator.com and news.elementsdemos.com.
The 4-Week Workshop	"A Complete Guide to Getting Started in Voiceovers" 4-week online workshop curriculum featuring 4 live webinars and daily lessons run by Rachael Naylor under VON (May/June 2021).	"Complete Guide to Getting Started in Voiceovers" Identical 4-week structure, identical syllabus, identical promotional layout hosted on voaccelerator.com/complete-guide.
Commercial Demo Production	"Elements Demos" (VON Property) Launched and promoted directly via The Voiceover Network platforms as early as 19 February 2023.	"Elements Demos Ltd" (Corporate Shell) Incorporated as a limited company (13 Jan 2025) continuing to sell voiceover demo reels directly to the voiceover market.
Webinar & Industry Series	"The VoiceOver Hour LIVE Webinar" Official monthly webinar series run under The VoiceOver Network banner (e.g. 13 Nov 2024 #VONwebinar).	"The VoiceOver Hour LIVE Returns" Marketed via news.elementsdemos.com on 29 Sept 2025 using identical branding, graphics, and hashtag (#VOHwebinar).
1-on-1 Coaching & Mentoring	1:1 VO Coaching with Rachael Naylor Private career and voice strategy sessions sold to network members.	1:1 VO Success Coaching with Rachael Naylor Marketed via Elements Demos newsletter (worth $350/£250 per session) and Instagram video reels.

Summary of Sworn Debts Left Unpaid (Liquidation Reference: V0545STA)

On 13 March 2025, director Rachael Parker (Naylor) executed a sworn Statement of Affairs declaring company assets as £0 (NIL) alongside a deficiency of £206,010.60. On 16 March 2026, the Joint Liquidators (FRP Advisory) filed their Final Account confirming that zero pence was recovered for creditors, employees, or HMRC.

£53,400.29 Owed to former company employees in unpaid claims (0.00p paid).

£111,964.73 Owed to unsecured trade creditors, studios, websites, and lenders (0.00p paid).

£38,145.58 Owed to HM Revenue & Customs in secondary preferential taxes (0.00p paid).

0.00p / £0.00 Final dividend paid to all unsecured creditors and staff upon closure.

Schedule of Creditors Left Unpaid (From Official LIQ02 Filing)

Creditor Name & Category	Recorded Debt	Creditor Details / Nature of Trade
Former Employees (Unsecured Claims)	£53,400.29	Former staff and operational personnel of The Voiceover Network Ltd left without distribution.
HM Revenue & Customs (HMRC)	£38,145.58	Unpaid statutory taxation and VAT liabilities.
Funding Circle	£26,800.00	Commercial finance and business credit.
Metro Bank PLC	£20,900.00	Institutional bank facilities / lending.
Direct Rail Services	£16,500.00	Commercial supplier / operational debt.
Voice Actor Websites	£8,638.00	Voiceover industry-specific web development and technology vendor.
Kings Chartered Accountants	£6,700.00	Professional accountancy and statutory compliance firm.
PCB Productions (Los Angeles)	£4,300.00	High-profile sound design, directing, and audio production studio.
Paypal Working Capital	£4,300.00	Merchant finance and digital payment processing debt.
Trade Suppliers & Member Creditors	Remaining Balance	Various commercial service providers, software tools, and unfulfilled deposits.

Asset Comparison: Sworn Liquidation Value vs. Immediate Successor Exploitation

Asset Property	Sworn Valuation (LIQ02)	Successor Entity Utilization (Elements Demos Ltd / VO Accelerator)
Mailing Lists & Contact Databases	£0.00 (NIL)	Utilised to send direct marketing for Elements Demos and the $3,938 Accelerator mentoring program.
Subscriber Audiences & Established Channels	£0.00 (NIL)	Retained and directly repurposed to broadcast marketing announcements and collaborative promos for Elements Demos.
Company Website & Brand Names	£0.00 (NIL)	Original "VoiceOver Hour" webinar branding and course curricula continued under personal coaching structure.
Commercial Continuity	£0.00 (NIL)	Elements Demos Ltd incorporated 66 days prior to liquidator appointment at identical registered office (Unit 4 Grovelands).

Date	1. Insolvent Entity: The Voiceover Network Ltd (09393690)	2. Successor Entity: Elements Demos Ltd (16180390)	3. Commercial Continuity & Promotion
Nov 2022	1. Insolvent Entity The Voiceover Network Ltd Operating with ongoing member subscriptions, workshops, and mounting trade obligations.	2. Successor Entity Independent Domain Setup Domain voaccelerator.com registered independently, establishing external digital infrastructure.	3. Commercial Continuity Early Positioning Mentorship and high-ticket accelerator programs marketed under network umbrella.
Feb 2023	1. Insolvent Entity Incubation of Brand Asset "Elements Demos" launched and marketed directly via The Voiceover Network social media platforms.	2. Successor Entity Brand In Development Commercial demo production established using network resources and goodwill.	3. Commercial Continuity Cross-Promotion Audience directed to Elements Demos branding via established network channels.
Oct 2024	1. Insolvent Entity Insolvency In Fact Liabilities toward staff, HMRC, and studios reach £206k.	2. Successor Entity Successor Preparations Planning initiated for debt-free corporate replacement vehicle.	3. Commercial Continuity Director's Subsequent Statement Director later writes (6 Nov 2025): "A little over a year ago, I made one of the hardest decisions of my career: I closed The VoiceOver Network".
13 Jan 2025	1. Insolvent Entity Pre-Liquidation Status Liabilities remain unpaid; creditors unaware of impending winding up.	2. Successor Entity Elements Demos Ltd Incorporated Incorporated at Companies House (Co. No. 16180390) at Unit 4 Grovelands, Boundary Way – matching the registered address of the network.	3. Commercial Continuity Infrastructure Ready Standalone vehicle ready to absorb voiceover demo production clients debt-free.
31 Jan 2025	1. Insolvent Entity Public Health Announcement Director publishes "10 Incredible Years" post, citing MS and personal health as the sole reason for closing the network.	2. Successor Entity Active Standing Elements Demos Ltd already registered and active for 18 days.	3. Commercial Continuity Audience Redirection Network events and member portals closed; coaching contacts maintained privately.
13 Mar 2025	1. Insolvent Entity Sworn Statement of Affairs Director signs LIQ02 under Statement of Truth: £206,010.60 debt. All company assets (website, gear) valued as £0 (NIL).	2. Successor Entity Clean Operational Separation Elements Demos Ltd operates free of the £53k staff debt and £111k trade debt.	3. Commercial Continuity Continued Offerings High-end demo production services shifted over to new trading vehicle.
20 Mar 2025	1. Insolvent Entity Liquidators Appointed FRP Advisory formally appointed to manage the Creditors' Voluntary Liquidation.	2. Successor Entity Parallel Operation Successor company established 66 days prior begins unhindered trading.	3. Commercial Continuity Accelerator Pipeline Private client mentoring cohorts continue booking via voaccelerator.com.
Autumn 2025	1. Insolvent Entity Estate Reports Zero Funds Liquidators confirm no realisable assets available for former staff or suppliers.	2. Successor Entity Direct Channel Promotion Elements Demos promoted directly across established commercial channels.	3. Commercial Continuity High-Ticket Sales Resume Emails sent to network subscriber list selling $3,938 VoiceOver Accelerator courses, 1:1 coaching, and VOH webinars.
Mar – May 2026	1. Insolvent Entity Final Account & Dissolution 16 Mar: Liquidators confirm 0.00p dividend paid. 14 May: LIQ14 submitted for complete company dissolution.	2. Successor Entity Ongoing Commercial Standing Elements Demos Ltd active and in good standing at Companies House.	3. Commercial Continuity Fully Preserved Business All personal brand offerings, demo production, and mentoring intact without debt.