Small Limited UK Company

[Nes]

Hello I am new to this forum and in need of some advice please. I helped a family member who runs a very successful company abroad, set up a limited company here by providing a UK address and contact details. I was appointed as a director in name only with no control. Apparently I am a shareholder. Although the company files an annual report to HMRC the company has made no money and since 2021 when I was appointed as a director, has had almost no running costs and I’d all but forgotten about it. Last tax statement I researched there was some sort of balance of less than £2000 and limited activity. The family member is the only other director and shareholder with complete control and the majority of shares. I received an email out of the blue alerting me that as the other shareholder even though the company hasnt made any money, to expect a bill for running costs and goods and services rendered even though I didn’t authorise any expenses. Am I liable for this and if so how much can they charge me? I’m a widow in part time employment and can barely make ends meet. Im so worried. Any advice is greatfully received. Thank you

 

[Scalloway]

If the bill is addressed to the company then the company is liable to pay.

 

[Mark T Jones]

If the bill is addressed to the company then the company is liable to pay.

This

However as a director, you do have responsibilities for the conduct of the business- whether you want them or not.

You need first to have a clear discussion with this family member about the business, their plans and your involvement in it.

You probably need to resign as director and ask them to change the address. Whilst you don't personally owe the money, it is your door they will be banging on.

 

[Socio South West]

<QUOTE> Last tax statement I researched there was some sort of balance of less than £2000 and limited activity. The family member is the only other director and shareholder with complete control and the majority of shares. I received an email out of the blue alerting me that as the other shareholder even though the company hasnt made any money, to expect a bill for running costs and goods and services rendered even though I didn’t authorise any expenses.<ENDQUOTE>

Can you be clearer on who sent you this email you suddenly received ? As I read it, this is not connected into your research of the tax statements.

Are you sure this isn't a scam email?

 

[fisicx]

I was appointed as a director in name only with no control.

This is not really correct. As a director you have a number of responsibilities which if you fail to fulfill could result in a fine or even imprisonment (although unlikely). Read this:

Being a company director

Understanding your role as director of a limited company and your responsibilities to Companies House.

www.gov.uk

Furthermore, as a shareholder, you should be receiving dividends and voting at the AGM.

I suggest you contact this family member and resign from being a director.

 

[Newchodge]

This is not really correct. As a director you have a number of responsibilities which if you fail to fulfill could result in a fine or even imprisonment (although unlikely). Read this:

Being a company director

Understanding your role as director of a limited company and your responsibilities to Companies House.

www.gov.uk

Furthermore, as a shareholder, you should be receiving dividends and voting at the AGM.

I suggest you contact this family member and resign from being a director.

And withdraw the use of your address.

 

[Baines Watson]

Hello I am new to this forum and in need of some advice please. I helped a family member who runs a very successful company abroad, set up a limited company here by providing a UK address and contact details. I was appointed as a director in name only with no control. Apparently I am a shareholder. Although the company files an annual report to HMRC the company has made no money and since 2021 when I was appointed as a director, has had almost no running costs and I’d all but forgotten about it. Last tax statement I researched there was some sort of balance of less than £2000 and limited activity. The family member is the only other director and shareholder with complete control and the majority of shares. I received an email out of the blue alerting me that as the other shareholder even though the company hasnt made any money, to expect a bill for running costs and goods and services rendered even though I didn’t authorise any expenses. Am I liable for this and if so how much can they charge me? I’m a widow in part time employment and can barely make ends meet. Im so worried. Any advice is greatfully received. Thank you

Firstly, as others have stated, as a Director of the Company you have legal responsibilities outlined in Company Law so in the first instance I suggest you at least understand what those are and then have a conversation with your family member about whether you still want to continue or not. In terms of address, I would never advise putting your home address as the company registered office address so as a minimum you should remove that straight away and replace with another address, there are many companies out there offering registered office address services.

Secondly, who sent this email about running expenses ? Is it a supplier and what services are they claiming for ? As mentioned above, check the validity of the source and whether it is authentic before worrying about it.

 

[MyAccountantOnline]

I'd contact your family member and tell them you are resigning as a director.

Unless the company has registered to use what is called the PROOF scheme (Protected online filing) you can also submit a paper form to Companies House to tell them you've resigned. Here's the form - it doesn't cost anything to do.