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Senior Partner
Senior Partner, Solicitor
Category: Law
Satisfied Customers: 13329
Experience:  Solicitor with more than 30 years experience
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I am a salaried (PAYE), non shareholding, Director of a

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I am a salaried (PAYE), non shareholding, Director of a company. After three years, the relationship with the other Directors has deteriorated. They are now invoking the company's disciplinary procedure against me as their opening gambit to be rid of me.
I have no Service Agreement as a Director and not even the basic terms and conditions provided to other employees of the company have ever been given.
I am aware that a contract of employment does not have to be comprehensive and that implied terms are incorporated - including reference to an employer's disciplinary and grievance procedures.
My question is: Am I correct in my belief that as a Director, I cannot be subject to the company's disciplinary procedure unless there is a specific provision for the same expressly incorporated into a Service Agreement?
Submitted: 11 months ago.
Category: Law
Expert:  Senior Partner replied 11 months ago.

Hi thanks for your question. I will try and assist you. If you are a director of a private limited company ( and registered as such at companies house) then normally you are appointed and removed by the shareholders. A director is an office holder and does not have to be an employee aswell- it is possible to be a director and be unpaid for the office. HOWEVER most executive directors are also employees. they have or should have contract of employment or service agreements.

If you are paid a salary and work full time then you are an employee and in that capacity are subject to the same rules as an other employee. You should however have a contract of employment and the company is in breach of the applicable rules by not at least providing you with a written statement of your employment terms. You can however be subject to disciplinary procedure and be dismissed as an employee. Dismissal as an employee will not remove you as director - the shareholders have to do that but of course you will not be paid and would not I imagine wish to remain note circumstances. You may have an unfair dismissal claim also .

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