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JGM
JGM, Solicitor
Category: Law
Satisfied Customers: 11158
Experience:  30 years as a practising solicitor.
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I am a 38 %shareholder in a business. I have invested about

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I am a 38 %shareholder in a business. I have invested about £30,000
There is another £38% shareholder that has invested about £20,000 and another 24% shareholder that has invested nothing.
They are £1 shares which she never paid the £24 for them.
The 3rd shareholder has left the business and is causing problems, so would like to get rid of her. Unfortunately there is no shareholders agreement. We need to invest more money but not with the 3rd party still involved.
The company is trading at a small profit but has no assets and has debts (to us) of £50,000
Is there a way we can force her out ? Or force her to sell/give back her shares ?
Can we make her bring her investment up to ours ?
Submitted: 2 years ago.
Category: Law
Expert:  JGM replied 2 years ago.
Thank you for your question.
It will be difficult to get rid of her if there's no shareholders agreement. The only thing that might help are the provisions of the Articles of Association. They may have deadlock provision or removal provisions. Rad them.
In the meantime, as you and the second shareholder have a majority of shares, you might want to resolve to create a new category of 'B' shares with different voting rights and with some manner of ring fencing your further investment.
Your accountant should be able to advise on the specifics of this and whether it would be possible with this particular
company.
I hope this helps.
Please leave a positive response so that I am credited for my time.
Customer: replied 2 years ago.

Does it not matter that she hasn't paid for the shares ?

Expert:  JGM replied 2 years ago.
No, not as between shareholders I'm afraid.
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