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I gave a former employee ot the company some shares.about 12…

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I gave a former employee...
I gave a former employee ot the company some shares.about 12 years ago. the employee later stole some money from the company
he also stole confidential commercial data. He left to form his own company in competion with mine. He has not responded to any communication sent to him in the nine years since he left.9 years ago. He still holds about 3% of company shares.

I would like to change the Mem of Ass to bring them in line with the Companies Act 2006. In doing so institute procedures for removing this person from the company's shareholding registry
Submitted: 8 years ago.Category: UK Law
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Answered in 14 hours by:
6/16/2010
Solicitor: TNV, Lawyer replied 8 years ago
TNV
TNV, Lawyer
Category: UK Law
Satisfied Customers: 1,216
Experience: Law degree with Honours, Diploma in Legal Practice
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If you have a shareholders agreement, there will be provisions in there to deal with this. Most small companies don't draw up a shareholders agreement because they think it costs too much...but it is situations like this where it can be invaluable. The good news if you don't have a shareholders agreement is that the articles of the company should assist.

You should look at the articles of the company to see what they say about shareholders and "bad leaver" provisions. There should be something in there that can assist you.

You can get a copy from companies house online for about £2. Just go there are search under your company's name or number and download them.

There will also be drag-along provisions in there that you can look at.

You can get a copy of the articles from companies house.

If you want to change the articles, you will need to inform all the shareholders (including the man you want rid of) and give them 28 days notice by way of a written resolution. The resolution needs to be voted on and then you must inform companies house within 15 days of the date of change. Changing the articles to account for the companies act 2006 is not as easy as it may seem. If you get it wrong you may have other difficulties.

Hope this helps.
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