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Joshua
Joshua, Lawyer
Category: Law
Satisfied Customers: 26070
Experience:  LL.B (Hons), Higher Prof. Dip. Law & Practice
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I would like to give you a little information first I invested

Resolved Question:

I would like to give you a little information first I invested 40 thousand pounds into a company I was put on as a director and was told equal share holder this was August 2013 I have since found out that In January this year I was terminated by someone other than myself without my knowledge or consent I have contacted companies house and made them aware of the situation and the advised me that it was fraud to do this They also advised me to put my self back on as a director which i have since done Could you please advise me of me rights
regards
Brian
Submitted: 3 years ago.
Category: Law
Expert:  Joshua replied 3 years ago.

Joshua :

Hello and thank you for your question. I will be very pleased to assist you. I'm a practicing lawyer in England with over 10 years experience.

Joshua :

Could you tell me who removed you as director please? Was it a co director?

Customer:

Well its seems the person who i gave the funds to is no longer a director anymore but she was at the time i was terminated the strange thing was the same day her daughter was appointed as director so it may of been the daughter I really don't know

Joshua :

Thanks. what exactly did you receive for the money you paid? Was it in return for shares in the company and appointment as director?

Customer:

I have just looked through the documents from companies house and it dose not say who

Joshua :

Thanks. what exactly did you receive for the money you paid? Was it in return for shares in the company and appointment as director?


Customer:

I was told I would be made a company director and have equal shares however the person who i gave the funds to only registered 1 share

Joshua :

Thanks. How many shares are there in total in the compan?

Joshua :

Do you have correspondence relating to your agreement with the individual to whom you paid the money such as an exchange of emails or a specific written agreement?

Customer:

1 share only I have the complete report on the company

Customer:

yes I have evidence that I gave them the funds and what it was for ect

Joshua :

Thanks you so you have written evidence that you were purchasing 50% of the shares and were being appoint director?

Customer:

yes

Joshua :

thank you. The first step is therefore to ascertain whether the individual registered the shares that were agreed. If they did not, you will need to consider a claim against that individual for the missing shares which have not been allocated to you as agreed.

Joshua :

if you find that shares have not been allocated to you, as per your agreement, your first request would be to the company secretary as it may simply be an administrative oversight in which case this can be corrected. If however you find that the individual to whom you paid monies has not recorded share allocations as agreed, you have a claim against the individual either that the shares in question are correctly recorded or failing which damages paid to you

Joshua :

if you find you are forced to issue a claim against the individual in question, the simplest way to do so is by using www.moneyclaim.gov.uk

Joshua :

the next aspect is to ascertain who removed you as director. Only a director can legally register removal of another director at companies house and it therefore is likely that the removal was undertaken by a co-director at the time the removal took place. An unlawful attempt to remove a director is a matter of fraud and accordingly, a detailed explanation may be requested from your co-director

Customer:

It seems the person who I gave the money to who was a director as resigned and her daughter is now a director she was appointed the same day she terminated me

Joshua :

did you pay money to the individual personally or the company for shares?

Joshua :

I will be logging off shortly. Would you like to continue with this now? Alternatively I may be available a little later this evening or failing which tomorrow if it is more convenient to resume then?

Customer:

I would like to continue very much so I really don't want to wait a minuite longer and yes I did pay the share holder

Customer:

Can I just say I have studied law and I don't think you are getting my point or you do but you are going the long way around to giving me the answer I require

Customer:

If you do not know the answer to my question then please just say I really can't afford to waste any more time

Customer:

Good morning could you please reply to my question from yesterday

Joshua :

Good morning. Thank you for the above. I am sorry to see that you do not think I have addressed your question. To be clear could I clarify that you are seeking clarification on what steps you should consider taking to protect your position?

Customer:

Yes that's correct

Joshua :

Thank you. Above I have outlined the steps I consider it is appropriate to take to secure your position. To clarify these steps:

Joshua :

From what you say you have a contract with the individual you paid for the shares and from what you say you have written evidence of that agreement. Accordingly first step is to confirm with the company secretary and Companies House records that the correct number of shares representing half the share capital have been allotted to you. If you find they have not been you can ask the company secretary to correct the company records. If they refuse then you have a potential claim against the individual to whom you paid and may have a claim against any shares which are held by another shareholder in the company if they acquired the shares from that individual - if the individual sold the shares to you he no longer had title to them to transfer or sell them to anyone else.

Joshua :

If you find that shares have not been allotted as agreed and the other shareholder and company secretary and /or individual does not cooperate you may need to issue an application for an order that the shares are transferred into your name [or in default of which damages are paid to you]. In order to do so you can complete form N244 and submit the same to your local county court.

Joshua :

http://hmctsformfinder.justice.gov.uk/HMCTS/GetForm.do?court_forms_id=484

Joshua :

Does the above answer all your questions or is there anything I can clarify or help with any further?

Customer:

thank you very much

Joshua :

A pleasure.

Joshua :

If I can assist any further as the situation develops please do no hesitate to let me know.

Joshua :

If you have no further questions for now I should be very grateful if you would kindly take a moment to rate my service to you today. Your feedback is important to me. If there is anything else I can help with though please reply back to me though.

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