Hello my name is XXXXX XXXXX I will help you with this. Please note that I am a working Solicitor and may be on and offline as I have to attend Court and meet with clients, even at weekends. As such you may not get an instant response when you reply as this is not an ‘on demand’ live service, but rest assured I will be giving your question my immediate attention upon return. There is no need to wait here, you will get an email when I reply.
Do you have any form of Directors/Shareholders agreement please?
Hi Alex, I don't have a shareholders agreement from when the company was first formed with the first shareholder, however I do have an agreement now with the new shareholder.
Do you have anything in writing from the ex Director saying that they gave up their shares etc?
Nothing at all
Ok - its good and bad news
The good news is you can ban the Director from coming.
You can stop them all together but they will always remain a shareholder
If the Director is employed then you can give notice as per any contract that exists, but if the contract does not exist you can just terminate.
They have a shareholding yes, unless they agree they have given up their shareholding.
If they accept this then there is no issue
If they do NOT accept this then you have an issue as nothing was in writing
You simply can't dilute the shares as the Director would be able to stop this under the Companies Act
The only situation in this case would be to buy the Director out
I am sorry if this is not necessarily the answer you want, nor the one I want to give you, but I have a duty to be honesr
* honest *
Can I clarify anything for you about this today please?
If this answers your question could I invite you leave feedback on my service which I hope has been excellent today, if you need more information or help then please click reply.
Please remember that I am always happy to help if you have future questions, even if I am in Court I can normally respond within a few hours. For future information, please start them with ‘For Alex W’.
Please bookmark my profile if you wish for future help: http://www.justanswer.co.uk/law/expert-alexwatts/