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Debra, Lawyer
Category: Canada Law
Satisfied Customers: 100372
Experience:  Lawyer
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I am a 50% shareholder and Director of a Canadian

Customer Question

I am a 50% shareholder and Director of a Canadian corporation, my ex husband holds the other 50% and in addition, he manages the business. There have been no dividends for years. I have not been much involved with this corporation until now, wherein I need to see some returns from my investments in this business. I have been trying to take a closer look at this business but am being hindered by my ex and staff. My question is this: 1. how can I release (fire) my ex as general manager of this business and replace him? 2. is there any way possible to remove him as Director?
Submitted: 1 year ago.
Category: Canada Law
Expert:  Debra replied 1 year ago.

Do you each have equal voting rights?

Customer: replied 1 year ago.
equal voting rights.
Expert:  Debra replied 1 year ago.

Did you deal with the business when you dealt with the division of assets after your marriage ended?

Customer: replied 1 year ago.
Divorce is legal but division of assets is not completed.
Expert:  Debra replied 1 year ago.

Are you able to buy him out?

Customer: replied 1 year ago.
I am only becoming increasingly involved with the business now because it should be making money but is not under my es's management , and my ex has refused to buy me out.
Expert:  Debra replied 1 year ago.

You cannot simply remove him as a director as he has as many rights and votes as you do. And for this reason you cannot dismiss him on your own.

But if he is harming the corporation you can sue him and through the lawsuit you may be able to either get an order for the sale of the business or that he not be permitted to continue to be the manager because of what he has or has not been doing.

Customer: replied 1 year ago.
my responsibility is to see that the business is being run properly, but really how do I do this with my ex and I being the only two Directors and with him self-named manager? I feel as though I have no power and concerns must go through the courts via a lawsuit.
Expert:  Debra replied 1 year ago.

You cannot do anything he doesn't agree with without a court order as you don't have the authority.

But, perhaps he will agree to mediation. That could work.

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