Really need help please, very dodgy accountants and business partner

[Dodgyaccountant&director]

I am a 50% shareholder in Ltd SME full voting rights, 1 other director with same as me 50%.
Director, PSC and employee

I was fired from my employment and removed as Director by other Director with accountants help. Not receiving any dividends since this all happened.

We have model articles (2008) and no shareholders agreement. They have not followed any rules e.g model articles section 17 or Comp act 168 ordinary resolution to remove a director. Just done what they want. No reason to fire me apart from he is soon to be my ex husband.

I have taken legal advice, which said above and below un-lawful. However, director and accountancy firm refuse to reply after I wrote to them saying what the legal advise was in writing. They tried to transfer my 50% shares at nominal value to other director. Refused to sign.

So they set-up a new company using 50% of my assets from the original company and just changed the company number on the website. This company is now actively operating.

They have put on companies house that I am no longer a director or PSC, appointed a new director without my permission.

Can anyone help please? No funds for court etc.

 

[WaveJumper]

Welcome to the UKBF and sorry to hear of the issues you are facing my advice would be to DM our forum member @The Resolver he should be able to point you in the right direction

 

[Deleted member 335660]

I am a 50% shareholder in Ltd SME full voting rights, 1 other director with same as me 50%.
Director, PSC and employee

I was fired from my employment and removed as Director by other Director with accountants help. Not receiving any dividends since this all happened.

We have model articles (2008) and no shareholders agreement. They have not followed any rules e.g model articles section 17 or Comp act 168 ordinary resolution to remove a director. Just done what they want. No reason to fire me apart from he is soon to be my ex husband.

I have taken legal advice, which said above and below un-lawful. However, director and accountancy firm refuse to reply after I wrote to them saying what the legal advise was in writing. They tried to transfer my 50% shares at nominal value to other director. Refused to sign.

So they set-up a new company using 50% of my assets from the original company and just changed the company number on the website. This company is now actively operating.

They have put on companies house that I am no longer a director or PSC, appointed a new director without my permission.

Can anyone help please? No funds for court etc.

Terrible behavior from both the accountant and your partner. I assume the other Director is your ex partner and that there are not 3 directors.

You mentioned “assets “ is that cash you put in and is it a great deal of money?

As @WaveJumper mentioned have a word with @The Resolver.

I would also consider writing to the accountant threatening to report him to the relevant authority, he might find that a problem as he could lose his license.

Not sure if reporting it to Companies House would help.

You say ex-partner, were you married and can therefore go after your assets in a divorce action?

 

[Dodgyaccountant&director]

Terrible behavior from both the accountant and your partner. I assume the other Director is your ex partner and that there are not 3 directors.

You mentioned “assets “ is that cash you put in and is it a great deal of money?

thanks for replying. Divorce proceedings starting so hoping it comes out that way and get it all back. Not counting my chickens though.

i have asked for their governing body. Silence. They are dodgy as. Small firm.

Have a couple of other routes and a tribunal to think about.
companies house for fraudulent filings
Frc may help as think they are not registered accountants
Acas

small company.
No 3rd director
About 4k in bank
Dividends were 500 to 1k a month
Mainly a few thousand in expensive tools

Not massive but had to sign on for Universal credits

 

[The Resolver]

PM the name of the accountants and I will check them out with the alternate regulatory bodies.

Unlike your X2B, the accountant will not be able to claim ignorance of the procedures

The Companies House register only shows what somebody outside of CH claims to be true not what is true. On the basis you have not signed a resignation and share transfer, then you are still in law a Director and 50% shareholder .

You should exercise your rights in company law until they realise they need to come to a proper resolution with you.

 

[Deleted member 335660]

thanks for replying. Divorce proceedings starting so hoping it comes out that way and get it all back. Not counting my chickens though.

i have asked for their governing body. Silence. They are dodgy as. Small firm.

Have a couple of other routes and a tribunal to think about.
companies house for fraudulent filings
Frc may help as think they are not registered accountants
Acas

small company.
No 3rd director
About 4k in bank
Dividends were 500 to 1k a month
Mainly a few thousand in expensive tools

Not massive but had to sign on for Universal credits

Sorry to hear about divorce, it can be stressful on its own. However you should have good chance of getting 50% of his assets and money so that is one good thing. So many people have non-married partners.

@The Resolver seems to be on top of it so follow his lead and be strong. They are clearly in the wrong and if possible use the Small Claims Courts where you can. I think if you are on benefits they waiver/reduce the charges. I have found threats of using them by sending letters and Court Forms are quite successful in getting a resolution.

Good Luck

 

[Dodgyaccountant&director]

things are ridiculous.

They published the Micro accounts. All assets have gone. There is no genuine accounts. Just 100 in the current assets. Money emptied from bank account and accountants seem happy they have produced accounts for companies house and paid all tax etc

i thought Micro accounts had to show the yearly activity. Then if a company is struck off then more accounts.

really puzzled. Are they allowed to account like this?

 

[nelioneil]

things are ridiculous.

They published the Micro accounts. All assets have gone. There is no genuine accounts. Just 100 in the current assets. Money emptied from bank account and accountants seem happy they have produced accounts for companies house and paid all tax etc

i thought Micro accounts had to show the yearly activity. Then if a company is struck off then more accounts.

really puzzled. Are they allowed to account like this?

Micro accounts published on Companies House tends to show the financial position at a point in time - the company year end. It does not show the full profit and loss, if the company has chosen not to do this.

However in any respect you are a shareholder and you have the right to see the profit and loss. As a director still (I believe you are were not terminated lawfully) you have rights to access the full books of the business. This is what I think you should focus on, to get legal advice to get your directorship back. I would recommend you get in contact with The Resolver who has already posted here, and hopefully start that process.

 

[Dodgyaccountant&director]

Thank you. That is what I am doing. All previous years trading shows the accounting year, debts creditors etc
He, or the accountants extended the financial year by 1 month to publish just that moment in time.
I thought you had to publish the yearly accounts not just a point in time.

 

[JEREMY HAWKE]

Looking at the numbers you have given
4 K in the bank with a fairly low dividend payment each month. You have to wonder if it almost even exists as a business and the directors and its accountant would have to do very little to make things look bad if they are not already

 

[Dodgyaccountant&director]

When you have been forced onto Universal credit, these small numbers you seem to dismiss are large to me.