Ask a Law Question, Get an Answer ASAP!
Thank you for your question and welcome. My name is ***** ***** I will assist you. To answer your questions in turn:
1) Yes you can remove a director by ordinary resolution - S.168 of the Companies Act 2006 - the only issue with this is the director must be allowed to protest against his removal at a shareholder meeting (S.169) - this is slightly academic because there are only two other shareholders. To avoid paying him compensation you have to make clear he is not an employee and simply a statutory director - basically dont pay him a salary. I would also recommend entering into a shareholders agreement that allows you to hire and fire directors;
2)There is no minimum period for a director appointment;
3) You can set up a UK company with or without a VISA. Will you actually come and live in the UK?
4)Who is actually making the video?
I look forward to hearing from you.Kind regardsAJ
Hi Thank you. I appreciate your feedback. I have received your follow up request and am reviewing it now. Kind regards AJ
Hi, 1) Yes it is mandatory to have at least one director (who is a natural person) - the director does not have to be an employee or have a contract of employment. Yes you can remove him at any time by ordinary resolution (51% or more of the voting share capital). The right of protest under S.169 in this case is purely academic - it would not go to court - it would just mean you have to hold a shareholders meeting. If you have a shareholders agreement you can include the right to remove him as a contractual right as well.
3) You would need to apply for a visa to work and reside in England. Depending on how much you invest in the company and country you may qualify for an entrepreneur visa.
4) If the video is being commissioned by another company, you need your agreement with that company to acknowledge that the works are "Commissioned" by your company and any intellectual property (which will be copyright) is owned by your company.
I look forward to hearing from you. Kind regards AJ
Hi, Thank you. Do you have a document you can send to me? Kind regards AJ
Hi, Thank you. I have received this. I will revert to you once I have had an opportunity to review it. Kind regards AJ
Thank you. No problem, my apologies for the delay I will revert to you shortly. Kind regards AJ
Thank you the agreement should say something like:
The Consultant acknowledges and agrees that all Intellectual Property created by the Consultant during the provision of the Consultancy Services is the absolute property of the Company and the Company reserves all Intellectual Property rights which may, at any time, subsist in the deliverables created as a result of or pursuant to the Consultancy Services. The Consultant will do all such acts necessary to assign any such Intellectual Property rights to the Consultant with full title guarantee.
Thank you. I wish you the best of luck. If I can assist any further please let me know. Kind regards AJ