Hi, Thank you for your question and welcome. My name is ***** ***** I will assist you. They cannot make any changes to the company which require a special resolution for example changing the articles of association. As a minority shareholder you do have rights and protections against being unfairly prejudiced under S.994 of the Companies Act 2006, but this is a last resort. What do the articles say about refusing to register your shares? Are they Table A articles? Do you have the share certificates?
Thank you. I agree you are correct, the registration and the ownership are separate matters. You are the beneficial owner of the shares. If they refuse to register you or negotiate a fair valuation, you can either:
(i) go to court and sue in order to be registered;
(ii) Sue for a fair valuation of the shares.
Do you actually want to be involved in the management of the company?