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bigduckontax
bigduckontax, Accountant
Category: Tax
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I don't know whether you still have the previous trail of

Resolved Question:

HelloCustomer
I don't know whether you still have the previous trail of our conversation. If you do, I will carry on further without prior info. You suggested previously that I ask for a general meeting and quote a certain section regarding a full audit etc from memory. I have done this by letter. The director has responded and declined. I am now at a loss as what to do. As a recap, he is the sole director who holds 50% shareholding and I hold the other 50% shares. As he now has declined a general meeting for me to ask questions, what can I do? Is there an aplication I can put to the courts to demand such a meeting? I feel I have no power.
Submitted: 11 months ago.
Category: Tax
Expert:  bigduckontax replied 11 months ago.

That is always the problem where there is a 50/50 split of shareholdings and a dispute. You may have to approach a solicitor with a view to applying to the courts to wind up the company. Before that though you can demand an audit under s478, Companies Act. 2006, an application the other shareholder cannot refuse. This will expose any activity within the company.

Customer: replied 11 months ago.

Hello and thank you for your response.

Where I demand a full audit under section 478
, do I apply to the court to demand he does this?

I am happy to wind the company up; but how do I do this as I thought I had to have a majority of shares to petition for such an order? I only have 50%

Expert:  bigduckontax replied 11 months ago.

You merely give the company notice that you require an audit under the Companies Act, 2006. There is nothing the director can do to oppose this, it is any members' right, however small, to demand an audit under s. 278. It might be adviseable to inform Companies House of the application also to preclude any 'under the counter' shenanigans.

As you realise, as a 50% shareholder, you are in a cleft stick, but with this sort of an impasse the Court can direct a winding up. Perhaps the demand for an audit, not a cheap exercise, might concentrate the other side's mind wonderfully.

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Expert:  bigduckontax replied 11 months ago.

Thank you for your support.

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