Advice needed please

[Bridges2802]

A friend and I set up a LTD company together as a 50/50 partnership. We created the ideas, name and business plan together.

We applied for start up funding and we were accepted for a loan.

We then both had circumstances that prevented us taking out the loan at that time. Family Bereavement being the factor impacting myself at the time.

Upon my return I found that I had been removed from all our business accounts and that partner was now going alone with all our work and apprently there's nothing I can do about this.

I never gave permission to do so.

That partner has since registered the company alone and has cut all comunication ties to me..

What can be done legally? Do I have a case here or have I sadly been shafted ?

Advice and comments welcome

 

[billmccallum1957]

Does your name appear on the limited company documentation?

If not, you have been shafted.

He/she is NOT your friend.

 

[ethical PR]

Did you have a shareholders agreement?

Is your name down at Company's House as a Director?

 

[The Byre]

Now look at things from the other side - You went AWOL and in doing so, jeopardised a much-needed start-up loan. So your erstwhile 'partner' did the logical thing and got on with the job of setting things up and has made a point of doing so without the partner that just disappeared for a long time.

 

[ethical PR]

Doesn't the OP that both he and his partner had issues that prevented them from taking up the loan at the time?

 

[The Byre]

Maybe, maybe not, but the other party got on with the job and the OP 'returned' to find a company all set-up and ready to go, after an extended leave of absence.

 

[Bridges2802]

AWOL was not the case at all constant contact was kept with the partner. And at this time I was flexible enough to continue the business on both our behalfs while she took a maternal break.

She since registered the company without me and locked me out of our accounts.

We both were unable to take up the start up loan at that time, but I was not consulted to continue anytime after.

 

[MOIC]

OP, you haven't answered the questions from previous posters:

Does your name appear on the limited company documentation?

Did you have a shareholders agreement?

Is your name down at Company's House as a Director?

The answers to the above questions will determine how you handle the situation from this point.

 

[The Byre]

1. I do not understand how she could register the company without you, if it was already registered with you.

2. How did she manage to take you off the bank accounts, without your permission?

But it looks like 'fait accompli' and is just another example of a partnership gone wrong (which is pretty much each and every single one of them!)

P.S. As My Office in China states, answers to the questions posed so far will decide what needs to be done.

 

[Bridges2802]

We were in early start up stages so no we did not have it registered at all together or individually.

We had no share holder agreements. We had no legal document stating our status to the ownership.

Just a joint input in building and joint email correspondence to our clients and start up mentors.

Nor did we have a business bank accout set up yet the start up loans team were splitting the loan half half paid directly to us for us to then set up the bussiness account and transfer and continue from there.

Like surely the other partner would have had to change the business in some way and rename/rebrand to go at it alone.

 

[The Byre]

No Ltd., no bank accounts, no agreement = no business!

 

[MOIC]

Your last post contradicts your first post.

It's important to provide correct information from the start.

 

[Bridges2802]

Thank you for your input and time.

Although I do feel you may have misunderstood me.

So even with copies of everything we have done together (business plan, all emails and documentation to start ups and clients and the fact I created the business name) there's is nothing I can do?

 

[The Byre]

What you had was an idea, an intention. That is not a business!

You may (depending on the circumstances) sue for theft of intellectual property, but you might like to just move on and chalk it up to experience!

It does however remind me of my time with a German TV station in Cologne.

1. Punter puts together a game show concept and even has test footage of this concept and sent it in to the station. In one case, this was a game show in which, when contestants get a question wrong, they have to remove an item of clothing, or do something really stupid!

2. Junior programme assistant looks at this whole package (that took punter weeks to put together) and bins it, despite the whole concept being really good. But this assistant only does so, after carefully copying the whole thing and putting it forward to the programming assistant for game shows.

3. The programming assistant for game shows tells the junior programming assistant that the idea really does not fly, but thanks him for his work and initiative. He then tidies up the whole concept and takes it to the programme director for game shows.

4. The programme director for game shows fine tunes the whole package and takes it to the head of programming, stating that the programming assistant for game shows did have some limited input on the concept, but did not put much of the actual meat on the bones.

5. The head of programming takes the concept to station manager, stating that this concept was of course his idea, but was developed with the help of the programme director for game shows, who worked under close instruction from the head of programming.

6. The station manager commissions a pilot and a focus group tells them that they might just have a winner on their hands. I mean, who would not like to see a bank clerk in his undies, pretending to be a chicken laying an egg!

7. The station manger holds a press conference, announcing a revolutionary new game show called something like 'Truth or Dare!' and seven programmes are commissioned.

8. The programme bombs totally and everybody is running around, shouting "It was his idea and not mine!"

9. The guy who had the idea in the first place writes to the station, claiming that it was his idea in the first place and that he can prove it.

10. The station writes back, stating categorically that they NEVER open unsolicited mail relating to programme ideas for legal reasons and that any similarity to the concept sent in must have been a coincidence.

And we all moved on!

 

[Bridges2802]

Again thanks for sharing your story with me, ideas get shafted, you live and you learn I guess!

Very insightful input from you all.

Onwards and upwards

 

[ethical PR]

We haven't misunderstood you - from what you have said you didn't have a shareholders agreement, you hadn't set up a company, you hadn't set up a bank account,. you didn't have clients you were providing services for, you weren't trading. You had a concept and a name, with a business plan. That's not a business.

You might be able to go after the I.P. associated with the brand, but do you have the finances to do this and do you want to get tied up with solicitors and your previous friend fighting this?

As others said, move on, learn from the experience and focus on setting up your own successful business. If you need to take on staff or sub contract with suppliers to help grow your business.

Best of luck.

 

[Nigel823]

Unfortunately Bridges2802 I would suggest you have been had...

In business, sometimes those who you considered were your friends will s**t on you & fill their pockets...for greed.

Just like dogs who constantly pee on the same lamppost marking their territory...

Move on & if you ever consider going into partnership again with anyone, put a partnership agreement in place at day one.

I am wearing the T shirt, my ex partner has just f****d me over - charming I'm sure - but one day he will get his come-uppence, I firmly believe that.

Best strategy, go solo.

Good luck.

Nigel

 

[Richard Ashton]

this resource may be able to help you out> http://www.tollers.co.uk/for-business/dispute-resolution/ apologies if not.