No directors following death

No directors following death

Didn't find your answer?

One man company.
Sole director.
Dies.
No will.
Spouse is sole benificiary on intestacy.
Spouse is company secretary.
After obtaining letters of administration can spouse transfer shares to themselves, then appoint themselves as director, signing 288a as company secretary, so that company can be wound up.
Bog standard off the shelf articles, table A etc
Andy Shady

Replies (3)

Please login or register to join the discussion.

avatar
By jamesashburton
15th Aug 2008 16:54

Not quite
It may be necessary for the shareholders to amend the articles to remove the requirement to have a company secretary.

Thanks (0)
avatar
By pawncob
14th Aug 2008 17:18

Company Sec.
Rules for company secretaries under 2006 Act apply to all companies from April 2008 so no secretary required.

http://www.companieshouse.gov.uk/companiesAct/faq.shtml

Thanks (0)
avatar
By geoffwolf
14th Aug 2008 12:30

ok
the administrator when letters of administration have been granted automatically becomes the shareholder and in her role of company secretary simply has to record the fact in the register of members without any share transfer being required at this stage.


The shareholder then requisitions a members meeting at which a resolution is put to appoint the shareholder as director from which everything else proceeds.

It will probably be necessary for some other person to be appointed company secretary because the company was presumably not incorporated under Companies Act 2006

Thanks (0)