Advice - New Company set up to avoid buying out an investor

MTBDave82

I'm not really sure where to go with this one so i'll try and keep it brief initially. My knowledge on companies, shares and ownership is limited, so forgive any incorrect terms.

My Late Grandmother was a investor and director of an engineering company (XXX Engineering) back in the 1970's and retained a 30% share of the company throughout and in to the mid nineties when the original investors tried to buy her share. She declined through no reason other than she was stubborn and liked knowing she still owned part of the company. Her share was diluted to 10% when another 5000 shares were issued to one of the other 2 directors in year 2000. This company has then sat fairly dormant since.

In 1996 a new company was founded and after a few name and director changes ended up owned by the same primary director as the original company with a very similar company name (XXX Tools and Engineering). This new company traded out of the same premises as the original one for a couple of years and used the same assets initially.

Now I was aware that the original director was keen to purchase my late grandmothers share in the original company, I didn't however, expect to make me an offer at her funeral, at the Crematorium in fact. The offer was for 10% of the derelict building the original company was founded at, slightly less than £8500.

The new company with the similar name he's director of posted a pre-tax profit of £600,000 in 2018.

I've got company accounts from the original company from 1993-2016 and accounts from the new company from 1998, 2015 and 2018. I've also got letters from the director in question to my grandmother making an offer for her shares in 1996 confirming the number of shares she owned then.

So what am I asking? I guess from my perspective it looks like this: The Director failed to buy my Grandmothers shares, so through a couple of name changes founded a new company doing the same thing using the same premises initially. This company is now operating in a different premises but locally is regarded as the same company it originally was. Perhaps i've read too many crime novels and read too many conspiracy theories, but this doesn't seem right to me.

Any Thoughts or suggestions on where or whom to seek advice from? I've kept the company name missing deliberately.
Cheers

dunstonh

 Perhaps i've read too many crime novels and read too many conspiracy theories, but this doesn't seem right to me.

Entirely possible and quite common where there are few shareholders and one is being difficult.

Any Thoughts or suggestions on where or whom to seek advice from?

Seek advice in what respect?

MTBDave82

dunstonh said:

Seek advice in what respect?

In whether this is normal, or if I should look at getting a solicitor to look into the legitimacy of the situation. 

If from what you say it’s quite common for this to happen, then it seems I don’t have to worry about it anymore and I should just sell the 10% share in the derelict building. 

Thrugelmir

Suspect that there's much that you don't know. As the information that you can glean from the accounts is very limited. 

 What assets remain in the dormant company? 

Are you the executor of your late grandmothers estate?  As selling the shares does seem the best course of action. Unfortunately minority shareholders have little leverage.  The derelict site may well have some value as a development site. Try and obtain an indication of it's worth and make a counter offer. Based on 10% less some allowance for fees/tax etc.