You cannot force him to sell shares to you any more than you he
can force you to sell yours to him. If that was possible, there would be no
point in having the shares in the first place.
There are two issues with regard to removing him as a director,
which does not really help your scenario, the first one is that you would need
to remove him as an employee and would then face a tribunal claim the second
one is that you would need to remove him as a director which needs a
You would actually still be stuck with him as a shareholder.
I'm afraid that at this stage in time, you are faced with making
him an offer that he cannot refuse. This is a private limited company and
therefore it really comes down to how much it is worth to you to get control
and how much it is worth to him to walk away.
Although you can have the shares valued, he can simply say that
he does not want to buy them.
You could sell your shares to someone else but that would depend
on whether the memorandum and articles allows you to do that without offering
them to him first.
I'm sorry, I wish there was a magic solution for you but there
Can I answer any specific points?