Cannot get hold of company director. What do I do

tomp2494

I'm director of a small company which owns the freehold for 3 flats. 
Mine is one. 
We are all directors and leaseholders.
One of the directors moved abroad in 2023 and has not come back. I have been unable to contact him via Whatsapp (message not delivered to phone) or e-mail. I have received no response to messages. 
 We need some work done to the property.
The director still has their address registered in the UK on companies house. 
When he went abroad they didn't know how long they'd be gone for... at least one year. I'm assuming this needs updating too? 

The two remaining directors can make majority wins decisions as we will be both agree on the work. Can myself and the other director agree on a contractor and get the work done? How do we then recoup costs from uncontactable director? We don't have a service charge and instead pay everything as and when. The lease does not state the amounts to be paid for each person. 

The work that needs doing is important but not a full blown emergency, but needs doing within the next 1-2 months. 

What do I do please? 
Do I need to seek legal advice? 

tacpot12

Does this help Removal of a director | Factsheets | IoD  ?

tomp2494

tacpot12 said:

Does this help Removal of a director | Factsheets | IoD  ?

Thank you!

Sort of helps!

But will not explain how we recoup repair costs from him!
Removal as a director only solves one problem

MEM62

Been a while since I looked at this but the lease should state what happens to communal charges.  In some cases there will be a provision to attach outstanding charges to the property and this even to lead to the lease being forefit to the freeholder.  Have you checked to see how the property is registered with Land Registry?

 

born_again

What would you do if they are no longer alive?

Do they have any family etc in the UK?

eddddy

tomp2494 said:

The lease does not state the amounts to be paid for each person. 

Are you sure that the leases don't state the percentage or fraction of the costs payable by each leaseholder?

If that's correct, it would be classed as a defective lease.  Your solicitor should have highlighted that when you bought, and I doubt a mortgage lender would lend on the property.

But if it really is the case, that would be grounds to make an application to a tribunal for a compulsory lease variation under Part 4 of the Landlord and Tenant Act 1987.

tomp2494 said:

How do we then recoup costs from uncontactable director? 

If you want to be able to 'force' them to pay, you have to make sure that you follow the letter of the laws regarding service charges.

For example, that might involve:

• Do a section 20 consultation (or apply for dispensation if the work is urgent).

• Send a valid and legally correct service charge demand to the missing leaseholder/director

• Send a reminder letter about payment to the missing leaseholder/director 

• Send a 2nd reminder letter about payment to the missing leaseholder/director 

•  Instruct a solicitor to take enforcement action

(And send all the correspondence to the flat and/or whatever correspondence address the missing leaseholder/director gave you.)

tomp2494

eddddy said:

tomp2494 said:

The lease does not state the amounts to be paid for each person. 

Are you sure that the leases don't state the percentage or fraction of the costs payable by each leaseholder?

If that's correct, it would be classed as a defective lease.  Your solicitor should have highlighted that when you bought, and I doubt a mortgage lender would lend on the property.

But if it really is the case, that would be grounds to make an application to a tribunal for a compulsory lease variation under Part 4 of the Landlord and Tenant Act 1987.

tomp2494 said:

How do we then recoup costs from uncontactable director? 

If you want to be able to 'force' them to pay, you have to make sure that you follow the letter of the laws regarding service charges.

For example, that might involve:

• Do a section 20 consultation (or apply for dispensation if the work is urgent).

• Send a valid and legally correct service charge demand to the missing leaseholder/director

• Send a reminder letter about payment to the missing leaseholder/director 

• Send a 2nd reminder letter about payment to the missing leaseholder/director 

•  Instruct a solicitor to take enforcement action

(And send all the correspondence to the flat and/or whatever correspondence address the missing leaseholder/director gave you.)

Thank you. That's very helpful.

tomp2494

born_again said:

What would you do if they are no longer alive?

Do they have any family etc in the UK?

That's a very good question. 
What would I do if they are no longer alive? 

I have no idea if they've got family in the uk anymore. I know that two of their family members that was living in their property while they were abroad, have also moved abroad now. And they (the director) didn't even have the courtesy to tell me the property would be left empty! 

eddddy

tomp2494 said:

That's a very good question. 

What would I do if they are no longer alive? 

I have no idea if they've got family in the uk anymore. I know that two of their family members that was living in their property while they were abroad, have also moved abroad now. And they (the director) didn't even have the courtesy to tell me the property would be left empty! 

You can do some detective work if you want to, but the law doesn't require you to. It depends how kind you want to be.

I mentioned the first steps of enforcement action above. Ultimately, if the service charge for repairs to the roof remains unpaid, the freeholders can...

• Contact the missing leaseholder's mortgage lender, who will probably pay the outstanding service charges (after a court has confirmed the debt)

• Or even forfeit the lease. (i.e. Cancel the lease on the flat, and repossess it.)

If the lease is forfeited, the freeholders can then sell the flat, and use some of the proceeds to pay for the roof repairs, and keep the rest as a "free bonus". Although 1/3rd of the money will belong to the missing freeholder.