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The investor is the nominated director. He has never attended a board meeting and has never engaged directly. We do not have direct contact details for him and all communication has been via other individuals. Despite that, he remains quorum-critical under the Articles.
That’s essentially the...
Thanks, that’s helpful.
Yes, quorum is two under both the Articles and the SHA. There is no provision in the Articles allowing the nominated director to appoint an alternate, and no alternate has ever been appointed or approved.
On attendance, agreed. There is no requirement to permit...
He’s been invited repeatedly for ~2 years and attendance is requested in every board pack. Papers go via the investor’s nominated channels; instead of attending, they send staff who try to act in his place. It’s become an issue now because key decisions are being controlled off-board by...
Minority shareholder (~30%) holding preferred shares with veto rights and a nominated board seat.
AGMs and board meetings have taken place and the company is operating and profitable. The issue isn’t lack of meetings — it’s that the investor’s nominated director has not attended or engaged...
UK founders’ question: minority investor with strong veto + board seat, but their director hasn’t attended, emailed, or engaged for years (we don’t even have his contact details). All decisions instead driven by investor employees (not directors)
We’re considering directors’ duties / derivative...
Hi all,
We’re currently considering selling our company, and one of the interested parties is both a supplier and an investor. Their offer is significantly below what we believe the business is worth.
We're exploring the idea of selling up to 70% of the company instead — potentially to another...
We recently attended a small claims court case that required a 300-mile round trip. Unfortunately, the claimant didn’t show up. As a result, the case was voided, and we were awarded £95, which is the maximum the court could offer. This was frustrating, as it actually cost us around £180 to...