Shareholder Dispute

[Lapmax]

Hi I'm a shareholder in a business but not a director. recently the other shareholder and director has sacked me, I was self employed and going off to have a baby but he doesn't want me back. I can cope with that although he has put his wife in my job and is now emailing me constantly every day with work which he is saying is my mistakes. I can hold my hands up when I make a mistake but its everything. It's at the point where I'm 7 months pregnant suffering palpitations due to severe stress and its making me depressed. I put £60k into the business and I feel like walking away. He is paying me a dividend per month of £250 which was agreed for maternity and for me to answer queries but I'm being bombarded daily with things I've done wrong. The company had a cash flow problem about 6 weeks ago I paid for some stuff to total of about £2kit doesn't look like I'm getting it back although he assured me I am. He's sent a rant to my email yesterday about how good friends we are but used my problems of past 3 year as reasons for why my work is so bad. He says its not surprising all I've been through. 3 years ago my fiancé died from a stroke I'm now with someone else and I. Pregnant however since DEcember 26 last year I've had 2. Miscarriages and now this successful pregnancy and suffered severe bad health, I'm under a rheumatologist for autoimmune disease but not 100% diagnosed yet. INitially they thought I had lupus and was due to start trial of lupus drugs then I got pregnant so that has been out back to 2013. Sorry for going into so much detail regarding my personal circumstance however I'm trying to give a clear picture. He is now saying I have too much time off for hospital, my work has suffered. He has moved some of my personal stuff including my shareholder agreement so I now don't have a copy. In past few days my emails stopped working he said everyone was down but they all back up mine is not so I have no access. I have put cash into company when there has been no cash flow but it has been cash for fuel for vans and when I've taken it back it will of been by bank transfer so I have record of it coming back but not necessarily going in. I'm just scared of what he might try next I don't know where I stand. I've been cooperative with everything he's asked although I do not and think things are my fault. How and where do I stand now? I don't want to get arsey with him I just want an easy life. Please can anyone help? My hormones are all over anywhere and this is not helping and he is playing on my weaknesses.

 

[Newchodge]

Please can you send that again, with punctuation and line spacing. I have read the first 4 lies and given up as it is illegible

 

[Lapmax]

Hi I'm a shareholder in a business but not a director.

Recently the other shareholder and director has sacked me, I was self employed and going off to have a baby but now he doesn't want me back. I can cope with that and he has put his wife in my job and is now emailing me constantly every day with work which he is saying is my mistakes. I can hold my hands up when I make a mistake but its every day constant texts and emails. He says my work cannot be traced so no one can pick up where I left off. He says there are receipts they have found which have not been input onto system from previous year. I have not recorded staff hours so now they don't know what to pay people.

It's at the point where I'm 7 months pregnant suffering palpitations due to severe stress and its making me depressed.

I put £60k into the business and I feel like walking away. He is paying me a dividend per month of £250 which was agreed for maternity and for me to answer queries but I'm being bombarded daily with things I've done wrong. The company had a cash flow problem about 6 weeks ago I paid for some stuff to total of about £2k it doesn't look like I'm getting it back although he assured me I am. He's sent a rant to my email yesterday about how good friends we are but used my problems of past 3 year as reasons for why my work is so bad. He says its not surprising all I've been through. 3 years ago my fiancé died from a stroke I'm now with someone else and I. Pregnant however since DEcember 26 last year I've had 2. Miscarriages and now this successful pregnancy and suffered severe bad health, I'm under a rheumatologist for autoimmune disease but not 100% diagnosed yet. INitially they thought I had lupus and was due to start trial of lupus drugs then I got pregnant so that has been out back to 2013. Sorry for going into so much detail regarding my personal circumstance however I'm trying to give a clear picture. He is now saying I have too much time off for hospital, my work has suffered.

He has moved some of my personal stuff including my shareholder agreement so I now don't have a copy. In past few days my emails stopped working he said everyone was down but they all back up mine is not so I have no access. I have put cash into company when there has been no cash flow but it has been cash for fuel for vans and when I've taken it back it will of been by bank transfer so I have record of it coming back but not necessarily going in. I'm just scared of what he might try next I don't know where I stand. I've been cooperative with everything he's asked although I do not and think things are my fault. How and where do I stand now?

I don't want to get awkward with him I just want an easy life. Please can anyone help? My hormones are all over anywhere and this is not helping and he is playing on my weaknesses.

 

[Lapmax]

Apologies, I have wrote this on my phone and in a hurry. Hopefully it's more legible now. Thanks.

 

[Chris Ashdown]

Please explain your job, how long you worked there, when you started and how you know yo are self employed ( are you registered with HMRC?)

Answers to the above will effect what advice can be given

What Percentage of shares do you hold and is the company worth anything, you say it often has cash flow problems. what did your £60,000 buy if anything or just paid into the company

 

[Paul_Rosser]

So you are a share holder and an employee ? Do you have an employment contract ? What share of the business do you own ?

I'm not an expert but whilst the Director may be able to sack you I don't think they won't be able to remove your shares in the company, unless the shareholder agreement says they have that power.

Sounds like you need to get some proper legal advice and get the matter resolved.

 

[Lapmax]

I am registered with HMRC and do work for other businesses. I have worked for that company about 6 years but in past 2 years my hours have increased significantly.

 

[Lapmax]

Share percentage 13% due to the economic climate we lost a number of public sector contracts and private contracts. Work has not been consistent so we have had months of no work then 2 massive contracts came together.

 

[Paul_Rosser]

I am registered with HMRC and do work for other businesses. I have worked for that company about 6 years but in past 2 years my hours have increased significantly.

So you are a sole trader and one of your clients is the company you are a shareholder in ?

 

[Lapmax]

Yes that's correct

 

[Paul_Rosser]

So you weren't actually fired then, your contract was just terminated. Do you have a written contract which details the services you provide to the company, including any termination clauses ?

 

[Newchodge]

So you weren't actually fired then, your contract was just terminated. Do you have a written contract which details the services you provide to the company, including any termination clauses ?

May I suggest the most important question is whether you were an employee. Did you have PAYE and National Insurance deeucted from your salary?

An employee whose contract has been terminated has been fired!

 

[Paul_Rosser]

May I suggest the most important question is whether you were an employee. Did you have PAYE and National Insurance deeucted from your salary?

An employee whose contract has been terminated has been fired!

True, but an employee can go to a tribunal, a service provider or sub-contractor generally can't.

 

[Lapmax]

Hi I'm self employed I pay my own tax and national insurance through my yearly self assessment and monthly NI direct debit. Yes my contract was terminated. I had a signed agreement of services I provided from 2005/2006 which would of been out of date now as since my hours increased I did a lot more work.

 

[bizrep103]

This is a toxic relationship by the sounds of it for all parties. You need to focus on your personal health and that of your baby, not stress over work. Just politely tell him you need time to spend on achieving optimum health and only check your emails once a week.
My personal belief is that health is not just a physical problem, it can start in the mind, it's amazing what you can achieve by creating a positive mindset and try and break negative thought patterns which lead to stress on the body and illness.

 

[internetspaceships]

This is a toxic relationship by the sounds of it for all parties. You need to focus on your personal health and that of your baby, not stress over work. Just politely tell him you need time to spend on achieving optimum health and only check your emails once a week.
My personal belief is that health is not just a physical problem, it can start in the mind, it's amazing what you can achieve by creating a positive mindset and try and break negative thought patterns which lead to stress on the body and illness.

So what happenes with her shareholding in all this if she follows your advice?

 

[bizrep103]

Good point. Being a shareholder in a small business and not being employed by that business so unable to control any of the decisions is not a position I'd like to be in. Plus the current MD seems to be offering £250 per month as the most they can afford. £3k per year? No way is that worth there stress if you are 7 months into a pregnancy.
I'd need to know a lot more about the value of the business, assets owned act to give anything other than the above advice but I'd certainly try and exit the business in some way in the fullness of time. Perhaps an earn out if the business owner doesn't make much money or ask the MD to take a loan out ect.

 

[Paul_Rosser]

Assuming there is only one share class, then your 13% should get you paid a relative sum to all the other shareholders. You may also have voting rights assigned to your shares.

So for example if the company pays out £1000 in shareholder dividends one month, then you should get £130.