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Ash
Ash, Solicitor
Category: Law
Satisfied Customers: 10916
Experience:  Solicitor with 5+ years experience
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I have a business that is effectively dormant. I own 90% of

Resolved Question:

I have a business that is effectively dormant. I own 90% of the shares, there is just me and another director who I'd like to resign but currently won't. I have read that if I have over 75% of the shares I can pass a resolution at a general meeting provided a special notice of the resolution has been given. I have seen "Special notice (sec312)" mentioned, it this a specific form that I need to fill out and send to him 28 days before the meeting is due to take place ?
Submitted: 3 years ago.
Category: Law
Expert:  Ash replied 3 years ago.

Alex Watts :

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.

Alex Watts :

There is no specific form - you just serve a notice.

Alex Watts :

Then once the resolution is passed you complete form 288b as normal.

Alex Watts :

This is here:

Alex Watts :

http://www.companieshouse.gov.uk/forms/generalForms/288B.pdf

Alex Watts :

Can I clarify anything for you about this today please?

Customer:

Thanks for replying, so to confirm I just serve notice by writing a normal letter on company headed note paper stating that I intend to pass a resolution at the next general meeting to remove him as director. Then at the general meeting 28 days later which would probably just be myself I make notes that the resolution was passed and then file form 288B with companies house, do I need to send him a copy of this form also.

Alex Watts :

Yes that is correct. You dont need to send Companies House the letter, just the completed form.

Alex Watts :

Can I clarify anything else?

Customer:

no that's great, thank you.

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