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Jamie-Law, Solicitor
Category: Law
Satisfied Customers: 618
Experience:  Solicitor
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I have a ltd company with nominee shareholder and director

Customer Question

I have a ltd company with nominee shareholder and director who also introduced me to my bank and kept my books for a few years, now the bank closed all the accounts of companies related to this person and I can't speak to him. I would like to know if I can avoid that he will disclose my name as a person with significant control with the company and/or cause me further damages.
Submitted: 29 days ago.
Category: Law
Expert:  Jamie-Law replied 29 days ago.

Hello my name is ***** ***** I will help you with this.

Do you have any contact information for this person? Are they just ignoring you?

Customer: replied 29 days ago.
his staff is contacting me to ask to provide missing documents for the bookeeping, I have told them that I would like to be contacted by him day ago, but he doesn't call or answering the phone. I would not mind winding up this company where I don't result to be shareholder or director, I don't have debts with any supplier but HRMC and VAT, the company has no funds and no assets remaining, but I'm afraid he could hurt me somehow, maybe giving my name to authorities British or Italian.
Customer: replied 29 days ago.
Do you need any other information?
Expert:  Jamie-Law replied 29 days ago.

have you written to him asking for contact?

Customer: replied 29 days ago.
for a few days I have sent sms to his mobile writing that I needed urgently to talk to him, the first time last week he replied the new bank account he requested for me would be ready last week or max last monday, after that he never replied to me.
No news about the bank neither
Expert:  Jamie-Law replied 29 days ago.

What is it you want to achieve please?

Customer: replied 29 days ago.
I would like not be responsible for anything he has done with the accountancy of this company, I would like my name not to be indicated as Person with Significant Control after the next annual return which is scheduled at the end of this month. Do you think that being the shareholder and Director would oblige him to pay any unpaid taxes for the LTD ( I don't care about him, I just don't want to be bothered or to be object of retaliation by him
Expert:  Jamie-Law replied 29 days ago.

Ok. If he does something he should not then you would not be liable. If he underpaid then you would not be liable for that. He would. That's because he should be operating the business properly as a nominee.

If he does not the he is in breach of contract to you and therefore liable for any losses as a direct result.

Can I Clarify anything for you today please?

Customer: replied 29 days ago.
Unfortunately I don't remember what documents I have signed years ago when I have appointed him as nominee, but I imagine he had done something to protect himself, especially if he could be responsible for any taxes the company didn't pay. I imagine there was some kind of documents where it says that I will responsible for any loss he may encounter carrying on his duties. Do you suggest to send an email to him, saying "Sorry, but I have not interest about this company, you could dissolve it if you wish to do so." ?
Expert:  Jamie-Law replied 29 days ago.

well if he underplays and someone comes after you, then you can counter sue.

I would write terminating the agreement and any retainer. Say you no longer accept liability for whatever reason.

Make sure you send by email and recorded delivery. Make sure you get it signed for.

Can I clairfy anything for you?

Customer: replied 29 days ago.
since it was my company which was paying his company for its services, to terminate the agreement I should write this termination letter as a Company, but I don't have any legal right to represent it, did I? He could easily demonstrate I was the one running the company and controlling the bank account which was sending the bank statements to my name to my home address, are you positive, I won't liable for anything?
Expert:  Jamie-Law replied 29 days ago.

You can terminate and if you are named on any documents then you can remove it at companies house. You will not be liable.

Does that clairfy ?

Expert:  Jamie-Law replied 26 days ago.

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