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JGM, Solicitor
Category: Law
Satisfied Customers: 12088
Experience:  30 years as a practising solicitor.
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I run a business with a partner that is going through a rough

Customer Question

i run a business with a partner that is going through a rough patch at the moment and is being treated for alcoholism, he moved his shares in the business across to his girlfriend when we first started as he was bankrupt and didn't want it effecting the new company, within the last 3 weeks he has started to drink again and is becoming a danger to the business and is demanding his shares be changed in to his name while his girlfriend has threatened to leave him as he has started drinking again, she also works for us and is a great member of staff. He deals with our IT system that he has already started messing around with locking employees out so they are unable to do there work, what can I do about him!!??
Submitted: 1 year ago.
Category: Law
Expert:  JGM replied 1 year ago.
Is he also a director of the company? Does he get a salary?
Customer: replied 1 year ago.
he is not a director on paper work, he draws a salary yes
Customer: replied 1 year ago.
directorship is in his girlfriends name
Expert:  JGM replied 1 year ago.
Then this would appear to be mainly an employment matter. He can't insist on getting a transfer of the shares and the directors to not have to agree to his demands. If he is damaging the company then you can dismiss him for gross misconduct. I appreciate that he has a personal relationship with the girlfriend but your question relate to the company. In the best interests of the company I think he has to be kept it of it unless and until he can recover from his illness. Happy to discuss. I hope that helps. Please leave a positive rating so that I am credited for my time.
Customer: replied 1 year ago.
What about the system we use that he has control over? He is getting to staff members through this and endangering our company and staff
Customer: replied 1 year ago.
is he able to change shares without my agreement?
Expert:  JGM replied 1 year ago.
I understood he had transferred his shares over to his girlfriend. Now he has no power to get them back unless she voluntarily transfers the shares back to him which I presume she won't do. Most company Articels state that the directors have to approve a share transfer.
Customer: replied 1 year ago.
So I would need to approve any share movement yes? My concerns are that he forces her to sign them over resulting in him gaining the shares back. I need to know this as I want to block any share movement at this period of time to stop this from happening
Expert:  JGM replied 1 year ago.
The directors can generally refuse to register a share transfer. You will have to look at the company's Articles of Association to check what the position is as regards ***** *****
Customer: replied 1 year ago.
Where would I find this?
Customer: replied 1 year ago.
Expert:  JGM replied 1 year ago.
Google Companies House Beta, put in the company name and look on the documents list. It should be there.