Who 'owns' the Company

Spreadsheetman

This is an odd situation. It appears that F has given the company to ABCDE by transferring the shareholding as gifts. He's not going to get it back unless the recipients agree to gift the shares back, nor can he legally receive a dividend now as a non-shareholder.

F has also now legally lost all control, any combination of 3 of the shareholders can now theoretically force the company to do anything as they have over 50% majority - i.e. call an extraordinary meeting of shareholders to vote, then fire F, close the company and liquidate all the property and divide the balance 5 ways between the shareholders.

castle96

PSC still showing as 50/50% (shares) to A B. (as shareholding from 14/11 is 20% to ABCDE presumable CH are 'behind' and this must change to ?? - what/will have to wait

F is NOT a 20% shareholder

Assume it was F who filed the confirmation statement showing shareholders list - now 20% to ABCDE so DE own 20% each (DE do not know yet). F must have done the filing, so did "give the shares away)

Doubt if (any) dividends will have been paid/received since 14/11

I do not know what F is 'claiming' (no contact, or what he has done or why. Just seems strange (must be a reason) why DE are now equal shareholders

castle96

Exactly Spreadsheet. What a daft thing for F to do ! (surely ?)

"nor can he legally receive a dividend now as a non-shareholder." - He was not a shareholder before (nor a PSC). So he could not pay himself a dividend ?!

Malthusian

castle96 wrote: »

Exactly Spreadsheet. What a daft thing for F to do ! (surely ?)

Yep.

People do daft things to evade tax all the time. That's why HMRC employs people to prosecute tax evaders. If people only did sensible things to evade tax there'd be no point in employing tax inspectors to get beaten in the courts and tribunals.

If the PSC register is out of date it needs to be updated as soon as possible.

It is quite possible that F should have registered himself as a PSC under the fourth condition - "An individual who has the right to exercise, or actually exercises, significant influence or control over the company" - despite having given his shares away.

See Section 3 of the statutory guidance for more details.

The OP's post #50 certainly suggests he could be. "The father F IS the Company. Lock/stock...."

Only shareholders have the right to be paid dividends. If someone's a director they would have to be paid salary (or similar) like any other employee.

*edit* Apologies for misquoting the PSC guidance (I initially put the closing quote marks at the end of the sentence rather than after "company").

castle96

so you can be a PSC and not be listed as such …. duh

Malthusian

If the directors want to risk a two year prison sentence by failing to list the PSCs on the PSC register, then sure you can.

The PSC register does not determine who is a PSC. For the same reason that a visitor's register at reception does not determine who is actually in or out of the building. If you rub someone's name out on the register they don't vanish. It is a record and can be wrong. If this particular register is wrong the directors are all committing a criminal offence.

polymaff

castle96 wrote: »

all greek to me I'm afraid

Going back 20 yrs there has been no mention in the a/cs of dividends. There is, of directors current a/c

Understand it and you'll be in a better position to understand the issue - and to advise others involved.

danm

have D and E actually asked F.


ultiamtely no-one know why this has happened apart from F (and maybe A, B and C)


I am getting the sense that you do not believe F's motives were good here - while you may not be able to rely on what he say's, it would be a better compass to guide your investigation that anything this forum can provide.


this thread is like painting by numbers but without any numbers

castle96

No contact with F - ever. He would not speak to me nor tell the truth.
"Good motives" - no. Only for himself

danm

castle96 wrote: »

No contact with F - ever. He would not speak to me nor tell the truth.
"Good motives" - no. Only for himself

why can't your son's ask.


or get their mother to ask (assuming i have the family arragements correct here).