UK Company Director needs Advice.

[A_Lot_Wiser_Now]

UK Company Director needs HELP.

Ive been a company Director and a share holder for just under 5 years. The Company is made up of three Directors and three shareholders, each Director being a shareholder, two of the shareholders are a married couple and the third, me I was a close family friend. I own 33% of the company, my family friend owns 34% and his wife owns the remaining 33%.

Since the company was formed (5 years ago) I have been strung along, with promises of money, shares followed by more promises, I must admit that I am partly to blame for letting it go on for so long, but it was hard for me to question my so called friend on why we made 90,000 pounds in the first year but I was told again and again that this was only on paper and we (the Company) had spent the money and we needed to look into how this happened so it would not happen again, This behavior just continued. I have had small amounts from the company but no way in proportion to the shares I own and to how much the other two shareholders have had.

Well things have not and are not going to get any better, its like the more money the company makes the more money the happy couple have for themselves, the same applies to time worked, the other two come and go when they please yet I'm treated just like any other member of staff. This has not just happened overnight and in the beginning I'm guilty of giving them an inch and now there taking a mile, day after day.

So I need to know where I stand on this legally, its not the sort of thing I could sit down and discuss with them. They are very good at twisting things around and before I'd know it I would be backed into a corner and I would be the one in the wrong for accusing them of such a thing.

Its getting so bad now that I'm starting to question my sanity, how could I be so stupid to let this get this far, I should have put a stop to it at the beginning, but at the beginning I was young and naive and the promises of money shares and being a Director kept me going, but its got to a stage now when you know its never going to be right, and that's were I find myself.

Any help advise or pointers in the right direction would be very much appreciated.

Many Thanks In Advance. Devon Lad.

[stratigen]

Hello,

This is a complex issue.

Here are some questions:

1. Did you all sign a Shareholders Agreement? If so, your rights will be outlined.
2. Were the other Director's "extra payments" made via PAYE or Dividends?

The best advice would be: (a) document as much as you can, to support you assertions; (b) discuss this with an independent, qualified Legal person.

[A_Lot_Wiser_Now]

Hi thanks for responding.

Originally Posted by stratigen

1. Did you all sign a Shareholders Agreement? If so, your rights will be outlined.
2. Were the other Director's "extra payments" made via PAYE or Dividends?.

1. I have never signed any Shareholders agreement only the share certificate.

2. We have all been issued dividends on paper but I have never received anywhere near the amount stated. The other two Directors just help themselves to money all the time. I can't withdraw money from the Company account yet both others can and then the excuses come at our year end.

As well the Directors loan account was overdrawn in there names at the end of last year but its been decided to submit the books late, taking the small fine for doing this and showing the directors overdraft as being repaid in this years draft accounts to save the Company from paying tax, so I've been told.

I need a good solicitor who specialises in this field and who would be kind enough to offer the first consultation for free.

What do I do? Stay and do nothing and continue getting ripped off, or do I walk away with nothing and put it all down to experience or do I fight it through the courts?

I really need some kind of help.

P.S there are things I don't want to mention online just in case they see it, at the moment I could be anyone.

Thanks

[LimeLegal]

We deal with these sort of situations every day and would be happy to help. There are a number of options open to you with litigation being the last and least favoured route. Don't let matters drag on, take some advice as soon as possible.

[bwglaw]

Do not hesitate to contact us by email if you still require advice


Jonathan