Who 'owns' the Company

castle96

The articles don't exclude private coys, simply doesnt mention them. Only mentions public

Rollinghome

castle96 wrote: »

I am talking about a PRIVATE Ltd Coy

"Public companies should instead be seen as institutions designed to facilitate a dense web of contractual relationships between management, shareholders, employees, and creditors, among others, each providing a mix of tangible and intangible assets." from the link

I assume that isn't from the Prof Kay link I gave? I don't think the FT would appreciate me pasting their articles so you would need to read it yourself. I'll dig into it further another day when I can see what I'm doing. There's a raft of comments following the article that might throw more light.

Malthusian

The Prof Kay link is completely irrelevant. The OP is confused enough about the distinction between shareholders (owners) and directors (either the same people, or the owners' agents) without bringing a post-modern chin-stroking "is it not society that really owns a company?" argument into it.

The 1948 court case Prof Kay builds his thesis on was about whether the Government was allowed to nationalise a company in wartime and compensate the shareholders based on the prevailing market value of individual shares, rather than by independently valuing the entire company as a going concern and paying shareholders their due percentage (which would have meant a higher price). The answer was that it did because the law specified market value and the Government makes the law, so tough sugar. This is about as far from the OP's issue as is possible to imagine.

Nobody is nationalising A-F's company. The OP's children's issue is what shares they actually own and whether they have received everything they are entitled to (e.g. dividends). Not whether there is, in a very real sense, any such thing as ownership of shares at all.

castle96

so true Malthusian - I got distracted. Shouldn't have answered. I have received some really useful info here. I wish I could ask F - not going to happen. D E will not know the answers to my Qs or if there is anything wrong/yet. If I could prove conclusively they arebeing duped, I would. But I need to give the 'lads' 37/39/40! some concrete reasons/proof

castle96

so.. the PSC are showing as A C at 50% each. Now out of date as they each have 20%. Has there GOT to be someone as a PSC? All shareholders have 20% (must be 25% + to be a PSC)

masonic

castle96 wrote: »

so true Malthusian - I got distracted. Shouldn't have answered. I have received some really useful info here. I wish I could ask F - not going to happen. D E will not know the answers to my Qs or if there is anything wrong/yet. If I could prove conclusively they arebeing duped, I would. But I need to give the 'lads' 37/39/40! some concrete reasons/proof

Since they currently know nothing about it, why not simply congratulate them on being gifted a significant share of a million pound business and let them figure the rest out for themselves?

castle96

you got a point there, but whatever their age, as a parent you want to help/protect.
If I right click the address at the top of my page, would the whole of the thread be available to them, or would they have to 'join' MSE. (Still loathe to do this at this stage)

Malthusian

masonic wrote: »

Since they currently know nothing about it, why not simply congratulate them on being gifted a significant share of a million pound business and let them figure the rest out for themselves?

Because their Dad doesn't want them to be diddled out of four hundred thousand quid, which they are highly likely to be if their grasp of company law and how to enforce it is equal or inferior to his own?

(Assuming of course that the company is actually worth a million quid. If the company is dependent on F - la companie, c'est F - it's unlikely to be worth a million quid as the sum of its parts. If there's a million quid in immovable assets inside of it, that could be different.)

castle96 wrote:

If I right click the address at the top of my page, would the whole of the thread be available to them, or would they have to 'join' MSE. (Still loathe to do this at this stage)

Anyone can read these threads without joining.

It would be a very good idea if they joined and asked questions directly; the position only gets more confused if they ask second-hand questions and get third-hand information.

so.. the PSC are showing as A C at 50% each. Now out of date as they each have 20%. Has there GOT to be someone as a PSC?

No. It's possible and legal for there to be no PSC. If nobody qualifies as a PSC you can file a statement saying as much.

As I mentioned there is a question mark over whether F should be declaring himself as a PSC under the fourth definition. I would recommend reading Section 3 of the guidance I posted (it's one page long).

Your children will require professional legal advice if they think there is any chance of getting some cash out of their shares.

castle96

all good advice there Malthusian. Will be a delicate task to drop them into this. Could be seen as 'vengance' on my part... probably is ! Oh to see his face when (with someone qualified there), A D E vote against BC. The assets are all commercial properties (some with mortgages) as far as I know. He has another 40 rental properties (he boast to others), no doubt with mortgages. Cannot see that these are included in the £1m on the accounts I have seen. There may be another Company knocking about. Maybe they are shareholders of that to (at least A. Getting close to when I must put up or shut up. Don't feel I can say nothing (despite my 'motives'). Just wish I know why F did ti, for certain

masonic

Whatever the situation, they have a right to know about this and if you don't think they know about it, you have a duty to inform them. You can encourage them to get legal advice, but in the end it is for them to decide what to do.

Can you be sure they aren't already aware and just keeping it quiet from you?