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Ask Buachaill Your Own Question
Buachaill, Lawyer
Category: Republic of Ireland Law
Satisfied Customers: 10623
Experience:  Barrister 17 years experience
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My wife set up a Company with 2 other Parties - 1/3 each

Customer Question

My wife set up a Company with 2 other
Parties - 1/3 each - relationship has broken down
My wife used her contacts and expertise
To get contracts and complete some

They carry a maintenance agreement that needs to be honoured

This does not seem to concern the other
Directors and shareholders

My wife held the bank card and when she
Could not contact joint signator on chequebook

She used bank card to make payments to
Contractors for work completed for which there are invoices to match

The latest attacks are where the other
Gombeens decided to cancel bank card
And get new one reissued and then clean
Funds from bank account

This business has great potential from all
The hard work my wife has put in over
The last couple of years without any payment and not even getting expenses

The business address is listed with the other directors other business + the companies account is a friend of the other director

This is a very sad situation as we were friends prior to this

Any thoughts or advice would be gratefully appreciated
Submitted: 4 years ago.
Category: Republic of Ireland Law
Expert:  Buachaill replied 4 years ago.
1. Essentially what your wife should do here is to issue legal proceedings for minority oppression of herself as a shareholder of one third of the shares (& director). This remedy effectively allows the court to impose a solution regarding the running of the company and will allow one or more parties to buy out the other shareholders. In this regard, I would advise your wife to speak to a solicitor and draw up a game plan, with a clear objective as to whether she wishes to buy out her two partners in the company or else to have them buy her out. This is because ultimately, where parties fall out, a division of ways has to occur with some partner taking on the business and some partner leaving. Essentially a company will not be run by judicial fiat. Some sensible reordering of the company dynamic has to take place where relations have fully broken down as here.
2. I regret to say that as long as the shares are split three ways, the law will not take account of the effort put into a company, unless the directors and shareholders agree that remuneration shall be paid to those carrying out functions on behalf of the company. So I regret to say that your increased and extra work will not be rewarded, absent payment, so long as your wife only owns one third of the shares.
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