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Alex J.
Alex J., Solicitor
Category: Law
Satisfied Customers: 3556
Experience:  Solicitors 2 years plus PQE
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Hi, We are a residential management company of 14 flat and

Resolved Question:

Hi,
We are a residential management company of 14 flat and we are both leaseholders and freeholders. In the case of the articles and the lease the address for notices can be nominated but there is no mention of electronic mail. Table A also refers as we created in 1985.
We have been members for three years and all documents have been sent to all by e-mail now suddenly they are sending documents in the post and refusing to send them electronically.
As I understand it an order was made in 2000 so that companies incorporated previously can send documents by e-mail if the shareholder agrees (Companies Act 1985, Table A 111 onwards).
My question is can I insist on receiving documents electronically? We are on the move and it is the best way for us to deal with mail?
Submitted: 2 years ago.
Category: Law
Expert:  Alex J. replied 2 years ago.
Hi,
Thank you for your question and welcome.
My name is ***** ***** I will assist you. I am a company law expert.
Who administers notices to the members/shareholders of the company? Is it the directors?
Kind regards
AJ
Customer: replied 2 years ago.

Yes

Expert:  Alex J. replied 2 years ago.
Thank you.
I presume that the directors would only be able to send notices from their personal email addresses? or does the company have a dedicated email address?
Kind regards
AJ
Customer: replied 2 years ago.

So far we have all used our own e-mail address and until now evrything has been sent to all electronically.

Expert:  Alex J. replied 2 years ago.
Hi,
Thank you.
All shareholders must provide a name and service address for the purpose of the shareholder register. Unfortunately you cannot force the company to serve you electronically. The firsts have to discharge their administrative obligations within the Companies Act 2006 and the company articles. Neither of these compel the directors to use electronic service.
There may be an argument that changing the method of service is unfairly prejudicial on you in accordance with S.994 of the Companies Act 2006. Do you think they are deliberately changing the method of service to inconvenience you, or is their a wider purpose to this?
Kind regards
AJ
Customer: replied 2 years ago.

Hello,

Yes they think it will inconvenience us as are probably the only shareholders who travel extensively.

So the order allows a company to send electronic information subject to the shareholder's agreement but it doesn't work the other way and allow one to state a preference for e-mail?

Having only ever operated by e-mail and then to revert to the post they are being unhelpful. Is it only s994 we can use as this is an expensive route?

Expert:  Alex J. replied 2 years ago.
Hi,
Thank you.
Unfortunately there does have to be a mutual agreement to approve such notices being sent by email. The other issue is the directors would be sending out notices from their personal email accounts (which can be easily changed by setting up dedicated email for the company) - and therefore cannot be compelled to communicate by email.
I would not suggest taking a S.994 application the whole way - but you could use it to pressurise the directors into serving you electronically.
Alternatively if you are friendly with one of the other shareholders (or even have a friend or relative that will do this) you could just appoint them to accept service of any notices for you and then have them emailed on to. I am afraid there is nothing you can do to force this issue - unless you amend the articles of association or get the directors to agree.
Kind regards
AJ
Customer: replied 2 years ago.

Hello again,

Final question; is the problem that they are coming from a private e-mail and that by having a company e-mail account we could press the issue? I don't think this is the case from what you have said but I would just like to know the difference if we had a dedicated company e-mail account.

Expert:  Alex J. replied 2 years ago.
Hi,
Thank you.
The personal email thing is not the only issue - I am more making the point that if I was a company director, I would not want to be sending out official notices from my personal email address. Simply because when you communicate something as a director of the company you do it in a non personal capacity and it is important not to mix the two up. Using a separate email address would obviously alleviate concerns. It is easier to keep proper record when you send things out on headed company paper.
The easiest way to resolve the issue may be to try and get yourself appointed to the board of directors. I can guarantee they probably all communicate with each other electronically.
I am happy to assist with any further follow up points.
Kind regards
AJ
Alex J., Solicitor
Category: Law
Satisfied Customers: 3556
Experience: Solicitors 2 years plus PQE
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