Amending a Lease. Share of Freehold.

hasani007

I am a landlord in a block of flats (share of freehold), the block is registered in companies house as a ltd company with the landlords all named on the directors list. The lease states we cannot let out the properties but 8 out of the 14 owners are happy to change the lease. Do the owners need 75% to get the lease amended or is it just a majority?

G_M

What do the Articles of Association of the company say? I can't see them from here.


But furthermore, the company could not change the terms of any lease without the agreement of that individual leaseholder.

eddddy

hasani007 wrote: »

Do the owners need 75% to get the lease amended or is it just a majority?

There are likely to be covenants in the leases which mean you need agreement by 100% of leaseholders.

i.e: Each lease says:

• 1) The leaseholder covenants (promises) not to sub-let the flat

• 2) The freeholder covenants (promises) that all leases granted will have the same covenants. (i.e. nobody is allowed to sub-let)

So if the freeholders let, say, 8 leaseholders sub-let... the freeholder would be breaching covenants in the leases of the other 6.

And the freeholders cannot remove covenants from anyone's lease - unless the individual leaseholder agrees.

hasani007

G_M wrote: »

What do the Articles of Association of the company say? I can't see them from here.


But furthermore, the company could not change the terms of any lease without the agreement of that individual leaseholder.

Following link has some pages from it that are useful.
https://imgur.com/a/Z4T7oEx

Does the leasehold agreement or articles take precedence?

eddddy

hasani007 wrote: »

Does the leasehold agreement or articles take precedence?

That's a bit of a confused question.

Freeholders are not allowed to change leaseholders' leases (unless the leaseholder agrees) - it would be unlawful.

Freeholders cannot do unlawful things (like change peoples leases), just because they have a vote about it first.


(And the articles of association don't say that the freeholders can change leaseholders' leases - so there is no conflict between the articles and the leases.)

hasani007

eddddy wrote: »

That's a bit of a confused question.

Freeholders are not allowed to change leaseholders' leases (unless the leaseholder agrees) - it would be unlawful.

Freeholders cannot do unlawful things (like change peoples leases), just because they have a vote about it first.


(And the articles of association don't say that the freeholders can change leaseholders' leases - so there is no conflict between the articles and the leases.)

Yep true sorry did not think question through. So im right in assuming ALL leaseholder have to agree to change the terms in the lease and not a majority?

G_M

hasani007 wrote: »

Yep true sorry did not think question through. So im right in assuming ALL leaseholder have to agree to change the terms in the lease and not a majority?

You cannot change MY lease, unless I agree.


If my lease says that other leases in the building will prohibit letting, then I can enforce that clause against the freeholder - the clause is there oprotect me from being surounded by constantly changing tenant/residents.


If you change the lease of the flat above mine to allow letting, even with the agreement of the relevant leaseholder, I can still enforce the clause in my lease......