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Ash
Ash, Solicitor
Category: Law
Satisfied Customers: 10915
Experience:  Solicitor with 5+ years experience
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My friend is a director of a joint business(limited) with two

Customer Question

My friend is a director of a joint business(limited) with two others. He has unfortunately suffered a mental breakdown and the day before he was hospitalised he announced to the other two directors that he 'quits'. In the space of a day they had ta***** *****ged the locks on the business, deactivated his email account, taken his details off the website and apparently informed companies house.
It is the case that they are legally unable to do this without a written and signed letter stating that he is stepping down as a director of the business. I have no doubt that this has led to his breakdown and would like to sort at least this out for him as it seems to me that they have acted rather hastily after an argument between business partners.
Submitted: 8 months ago.
Category: Law
Expert:  Ash replied 8 months ago.
Hello my name is ***** ***** I will help you.Has the board passed a resolution to remove?
Customer: replied 8 months ago.
if they have it was in his absence
Customer: replied 8 months ago.
I have to go now, can we continue this discussion later if possible?
Expert:  Ash replied 8 months ago.
Sure. Let me know when you are on
Customer: replied 8 months ago.
Are you still there?
Customer: replied 8 months ago.
Apologies, I had a teleconference I couldn't get out of.
Customer: replied 8 months ago.
As I'm waiting I'll give you a little bit more context. So, three friends go into business together to open a climbing centre. Two of them put up 20k upfront. My friend agrees to design and build the centre at cost price to cover his share(which costed at £65k in the end).The centre is close to opening and there is a cash flow problem and the bank loan was running out so my friend's father agrees to give him £25 to tide them over. Centre opened a few months ago and it is a great success. But it turns out that my friend is working a 70 hour week and the other two are more just climbing enthusiasts work 35hrs per week. He called a meeting with them last week to say that considering he was working more hours and that ultimately he ended up putting more in, i.e 90k that he would like to have more shares in the business. They flat out refuse and he walked out in a huff saying 'I quit' and sent an email to that same effect when he was driving home.
Next day he calms down and goes back to talk to them. In the space of about 12 hours though they have changed the locks to the centre, said that they will call the police for trespassing if he doesn't leave, have deactivated his work email account, taken him off the website and informed Companies House that he is no longer a director.This has led him to have a mental breakdown and he was hospitalised for 3 days and now is having health visitors come and see him twice a day as he is considered 'high risk'.I am a human rights specialist and my knowledge of contract and commercial law is scant but I can't imagine that what they have done is legal. I would like to give him some reassurance that this can get sorted in an attempt to help him on the road to recovery. I would rather instigate some mediation with the two other business partners before going in heavy handed but armed with the legal knowledge of the processes they would have had to adhere with.
Expert:  Ash replied 8 months ago.
Is there a Director contract? I assume he is still a shareholder?
Customer: replied 8 months ago.
He has just sent me through the relevant paperwork- would it be worth me emailing it to you?
Customer: replied 8 months ago.
Now that I have looked through the paperwork it seems like all parties have acted in accordance with the contractual obligations, which leaves me to ask, would his mental health be a valid reason for arguing that the resignation should be considered null and void?
Expert:  Ash replied 8 months ago.
If it was passed by resolution then the Director does not give need to give consent. He can be removed as a director by resolution of the Board. If this was done then consent is not needed so capacity does not come into it.Can I clarify anything for you about this today please?Alex
Expert:  Ash replied 8 months ago.
If this answers your question could I invite you rate my answer 3, 4 or 5 starts before you leave today.I am only paid for my work on this question if you rate my answer, using the star system at the top of the screen. Please do not forget! Thank you.Please bookmark my profile if you wish for future help: http://www.justanswer.co.uk/law/expert-alexwatts/

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