my client company is owned 50/50 by the two directors
we don't currently have the agreement of one of the directors to the accounts.
He is refusing to answer questions about issues in the accounts and is refusing to communicate.
I have a serious deadline to hit with CH and HMRC
What is the position regarding whether the accounts can be submitted to CH or not, can we submit or not?
Replies (11)
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Matter for the directors not you. If I director signs the statement in the accounts that the accounts have been approved by the board then the accounts are final and you can submit them.
I said that if one director records in writing on the public record that they have been approved by the board you could proceed. I suppose it would be different if the other director explicitly asserted the contrary, but from your post I understood that he was just not responding - which is not the same as disagreeing.
Meeting - non attendance
If you want to try and protect the director signing, he could call a Directors Meeting and approve at that, presumably the other director won't attend. May want to check Articles re quorum etc, but it is an option
Not your problem
I'd try not to get too involved with this. Tell both directors the issues regarding penalties and it's up to them to come to some agreement. Try not to take sides - you act for both (or neither, depending on how you regard your relationship with the company and its directors). Point out that you've done your bit - if they don't want to be charged any penalties they have to do theirs. If they can't work together, one needs to think about buying the other out .......
Agree above
It's not your problem once you have outlined the penalties for non compliance with CH and HMRC. If the director does not agree with the accounts he should be able to say why.
What you have
Here is a directors/shareholders dispute that has gone legal..... stay out of it stay clear of it. Correspond only with "The Directors" at the registered office address, tell the "friendly" Director that you must stay impartial as you act for the Company not for him. If he wants to sign the accounts send a final copy to the registered office with a letter and a set of abbreviated accounts ask "the Directors" to sign them if they approve and submit them directly to Co House themselves.Do the same with the CT return ask them to sign and submit.
Then ask for your fee and walk away
Excellent advice all round
This won't ever have a happy ending. Bambi's mother has been shot.
If you have to, walk away without your fee and chalk this one up to experience.