Shareholder Dispute | AccountingWEB

Shareholder Dispute

I currently act for a small Ltd Co owned 70% by Mr A and 30% by Mr B (its two directors).

There has been a dispute, and Mr B has walked away to set up a competitor business.

The Company is marginally insolvent and Mr B owes the Company £3k. The Company makes marginal profits year on year, but certainly not 'super profits'.

Mr B is refusing to sign over his shares at par value to Mr A and is looking for £20k. Mr A has approached me for advice on what to do next.

As fars as I can see :-

- Mr A cannot force Mr B to sell his shares
- Mr A cannot put Co into Liquidation as 75% majority required for special resolution
- Mr B is entitled to 30% of future distributable profits

For the time being, Mr A has increased his salary in the company and cancelled any dividends.

Can the Company create a dividend-only alphabet share which vests only in Mr A?

What is the best way of dealing with this situation?



There are 12 comments. Login or register to view them.

splendid phrase...

Anonymous |

A touch more double entry...

Anonymous |

Double entry

Euan MacLennan |
Euan MacLennan's picture

Much ado about nothing

Anonymous |

A letter....

Anonymous |

well, this is not.......

martinfoley07 |

Capital redemption reserve?

Euan MacLennan |
Euan MacLennan's picture

Buy back

Anonymous |


pawncob |
pawncob's picture


geoffwolf |


Anonymous |

First of all

geoffwolf |