Ask a Law Question, Get an Answer ASAP!
1. Can you please explain the situation better. Who owns the land? Is it owned by the company or is it owned by your four individuals jointly in your own names? This is an important point, so please check it if you are in doubt. Is the company an ordinary limited company or some other form of entity?
2. As the land is owned by a limited company, yourself and your father and brother can pass a special resolution based on 75% of the shares in the limited company and have the company sell the land. This is because a company can always act by special resolution so you three, can in effect, outvote your brother and legitimately sell the land using your 75% majority in the company.
3. So, the bot***** *****ne is that a sale of the land is possible as the company owns the land and the company can by its own procedures act pursuant to a special resolution and pass a special resolution and sell the land. You don't need your brother to sign off on this land sale. the special resolution of the company will bind the company to the sale and your brother will not be able to question the sale in any court of law. Additionally, any purchaser will be willing to complete the sale when there is a special resolution of the company passed, binding it to the sale.
4. I would advise you to get a solicitor who will act in the sale of the land to draft up a special resolution for the company to bind it to the sale. Then call and Emergency General meeting of the company to be attended by all shareholders and pass the special resolution outvoting your brother. Then sell the land.
5. Please Rate the answer as unless you Rate the answer your Expert will receive no payment for answering your question