Hello, I am Keith, one of the experts on Just Answer, and pleased to be able to help you with your question.
No need to resort to suicide at this stage, just a lot of work to be done. I assume that you cannot undertake these administrative matters yourself.
A. I would suggest that you only give 49% of the shares away leaving you with 51%; always a good idea, keeps you in control and remain as a director.
B. Why bother to appoint another director? Why not use a trusted local professional to cover these tasks? You will, of course have to pay them and, of course, the penalties. If you approach the organisations concerned and explain that you are sorting the mess out they may be lenient and reduce or even cancel the penalties. I know of a case where tentative agreement has been reached to file an old account, the treatment of which is in dispute, and cancel the penalties imposed.
C. Why bother, just use the existing company.
I do hope that you find my response of assistance. My advice is entirely ethical to boot! If you have further queries on what I have suggested please do not hesitate to follow up on this thread.
A. Assuming the Company Articles allow it and you have spare shares available, most ready made companies have a capital of 1000 shares, then the company can, but a special general meeting will be required and minuted in the register. As there is only one shareholder this is a rubber stamp exercise.
B. If you retain the current company there is no problem here. If you are going to do future business with a new company then simply novate ie transfer the activity with your current customer explaining that a newly formed company is being used, but business practice is unchanged.
C. Dividends can only be declared from 'free' cash. As these are grossed up for tax in the hands of the recipient, after the first 5K tax free, you may be better off using wages as the NI deductions will keep your card stamped to use an old expression. If you use the existing company you can mop up the losses and reduce taxation.
My reply has always assumed that we are dealing with an UK organisation.
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Thank you for your support.
1. For convenience a traditional local accountant, then you can keep a beady eye on things.
2. Report his antics to his professional association, if he has one. Unfortunately anyone can call themselves an accountant and set up in practice whether qualified or not. If you call yourself a solicitor. for example, and you are not admitted then you commit a criminal offence.