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He is the controlling shareholder; I think that you’re going to struggle.
I feel for you, is it something that you two can startup as a rival with a 50/50 share, or is that not viable?
Sounds like he has done you good and proper with an empty promise in return for your working your socks off.
The main way to do it is to threaten to set up on your own, which if as you say, you do all the work, he will quickly realise will make his shares worthless, and use this to leverage a buy-out but it be a really bumpy few years getting out/setting up with no doubt lots of recriminations on all sides.
There is little mileage in going at fraudulent expense claims etc unless you can via the shareholders agreement veto the payments.
You two are obviously creating the profit. Work slow or stop, shrivel the business, then buy him out. Then reflate.
Is there any action that needs to be taken or direct risk to the OP and fellow director from the alleged bribery? Perhaps David could comment? I am not as familiar with the Bribery Act as I should be probably but I wonder if that is why David has been so direct about needing legal advice.
@ JonnyJonny (OP).
There are a myriad of LEGAL aspects in your question, and an initial meeting with a specialist company lawyer is essential. Whether, and to what extent, you thereafter engage that lawyer, or another (or a barrister) to act on your behalf, in calling the majority shareholder to account, is a decision for you to make after hearing the lawyer's comments to you.
Basil.
@OP I think you should be very careful about posting anything further on this matter as you are laying yourself open to possible libel charges from Mr Walker.
Perhaps the OP could show this blog to Mr Walker and challenge him to either sue or resign as per Oscar Wilde
Perhaps the OP could show this blog to Mr Walker and challenge him to either sue or resign as per Oscar Wilde
Mr Walker certainly won't be a happy prince!
You have to question the intelligence of someone who freely posts such sensitive information on an internet forum, as well as details that enable them to be identified...
So, are we speaking to Darrell or Patrick here?
I wonder what this info is worth to Mr Walker? The 2 guys that he invited to join his company only a couple of year ago, plotting to oust him.
Someone get Mr Walker set up with a username and I'll bring the popcorn.
Not only can we now identify the OP's company, by googling the company's registered office address, we can also find the accountants advising them!
Should they now be making a report to NCA about possible bribery, false expense claims, etc?
Are they reading this? If not, Aweb should contact them to get another member.
What fun!
The registered office doesn't seem to be their accountant. But if you look at the pdfs of the accounts, the accountants details are there.
It seems to be Mr Walker who signs the accounts, and looks to have had the same accountant for a few years (before the OP joined), so no doubt the accountant would be interested to know about this thread.
Sorry, how have you found all this company information ? Am i mising something?
Update- found it ... I googled the name
Try to google nvfcl (below user name re OP) then companies house website re company information.
The registered office doesn't seem to be their accountant.
Yes it is.
They changed accountant in Jan/Feb.
Interestingly, the registered office per the Dec 17 accounts has never actually been their registered office!
Is this S G Accountants Ltd?
I disregarded them as the company seems to have been dissolved in 2015,...but i see your point about the change of registered office.
As you say S G Accountants Ltd was dissolved in 2015. But a new company, BMA Accountants Ltd (formed June 14) has the same address and the SG director was/is a director and shareholders of both companies. The registered office of NVFCL was changed in Feb 18 to their address.
Ask the other shareholder to a meeting where you can table your position and concerns and see what they say. From your post your potential leverage stems from the fact that you are running and growing the business successfully and you could either stop doing this or go and set up elsewhere. To balance and perhaps add a level of fairness to the situation sometimes different Directors bring different skills to a company and starting a business from scratch is not as easy as you might think not least in terms of risk so perhaps some credit is due. I also suspect that the founder will have good links and tie ins with your suppliers. Do you? Lastly unless the sums of money are high your fraud approach will do nothing but antagonise the situation.
You're looking at an expensive legal battle.
Or - consider setting up in competition. But that would depend on any agreements you have in place.
Or - if he's relying on you to do the work, stop working and see how he reacts.
It's all about leverage. It depends on many factors but you don't always have to do anything illegal to gain it.