How JustAnswer Works:
  • Ask an Expert
    Experts are full of valuable knowledge and are ready to help with any question. Credentials confirmed by a Fortune 500 verification firm.
  • Get a Professional Answer
    Via email, text message, or notification as you wait on our site. Ask follow up questions if you need to.
  • 100% Satisfaction Guarantee
    Rate the answer you receive.
Ask Ash Your Own Question
Ash, Solicitor
Category: Law
Satisfied Customers: 10916
Experience:  Solicitor with 5+ years experience
Type Your Law Question Here...
Ash is online now

There are 3 directors in a company. If one of the director

This answer was rated:

There are 3 directors in a company. If one of the director (Director A) (being a 20% shareholder) is not collaborative with the other 2 directors (Director B and C). Would Director B and C be able to vote out and remove Director A? Given that Director A is withholding information, collecting Rent from the company owned property himself without consent to the other two directors.

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

Is there any Directors agreement?

Customer: replied 1 year ago.
There are no director agreements. Also, communication attempts has been made to Director A with no responses.

B & C would be able to vote out A yes. There needs to be a resolution and then voting on it at a meeting.

That's it. So yes you can vote out.

Can I clarify anything for you about this today please?

Customer: replied 1 year ago.
Can Shareholder block the decision to of the Director's voting?Director A is a 20% shareholder, Where the 80% shareholder is recently deceased and a probate is on process and not yet granted. Would Director A be able to block the decision with the absence of the 80% shareholder?Director B is the receiver and probate executor of the 80% share, however without the probate granted, can Director B act as the 80% shareholder?

No - because the majority would rule. A only holds 20%.

All you need is a majority on the day. B can only act as 80% shareholder if there was an agreement to do so, which is why I asked about Directors agreements.

Does that clarify? Alex

Customer: replied 1 year ago.
Finally just to clarify. Majority as in Director B and C to vote in the general meeting, and Director A do not get 2 votes being the director and the shareholder at the same time?



Ash and other Law Specialists are ready to help you
Customer: replied 1 year ago.
Thank you for the clarification.
Customer: replied 1 year ago.
Morning, I would like to come back to this question before going ahead to write up the EGM letter. I have done some research and some states that only shareholders can vote and not the director in the EGM meeting. In my case only director A, the 20% shareholder would be the only person in that meeting who can vote? It would be good to get clarification on that.