Scott-Moncrieff & Associates Ltd - Companies Legal Services
Director Disqualifications
The Company Directors Disqualification Act 1986 (CDDA) is designed to hold directors accountable for serious misconduct or mismanagement, but it recognizes that directors can sometimes face challenges beyond their control.
The Act allows for disqualification if a director is found guilty of wrongdoing, such as financial negligence or poor business practices. However, it is also meant to provide an opportunity for directors to learn from mistakes and improve their practices.
Disqualification is not always permanent, and the Act includes provisions for directors to rehabilitate and eventually return to managing companies, promoting fairness and responsibility. Proceedings may be disposed of via a Carecraft order.
Rectification to the Register
Under the Companies Act 2006, the rectification of the register is governed by Sections 111 and 112.
Section 111 allows a person who is aggrieved by an error or omission in the company’s register (e.g., members or directors) to apply to the court for rectification.
Section 112 provides the court with the authority to order the correction of the register if it determines the record is inaccurate or unjust. This process ensures that the company’s official records reflect the true and correct information, protecting individuals' legal rights and maintaining corporate integrity.
Shareholders & Company Restorations
Under Sections 1024-1026 of the Companies Act 2006, a company can apply for restoration of its name to the register if it was struck off, subject to specific conditions and court approval. This is especially useful to recover bona vacantia assets which vest in the Crown when a company is struck off.
A shareholders' agreement is a contract between company shareholders that outlines their rights, responsibilities, and the governance of the company, addressing issues like decision-making, share transfers, and dispute resolution.
Shareholders' disputes can be resolved through negotiation, mediation, arbitration, or legal action. A shareholders' agreement often outlines dispute resolution procedures, aiming to avoid lengthy litigation and facilitate an amicable settlement.
Commercial Debt Collection
Commercial debt collection, including landlord and tenant, via the court involves several steps to recover unpaid debts.
Initially, the creditor sends payment reminders and, if necessary, a letter before claim. If the debt remains unpaid, the creditor can issue a claim through the County Court or High Court, depending on the amount owed.
The creditor submits evidence (e.g., invoices, contracts) to support the claim. If the court rules in favor of the creditor, it can issue a judgment. Enforcement options include warrant of execution, freezing orders, or charging orders. If necessary, bailiffs may be appointed to seize assets to satisfy the debt.
Statutory Demands for Companies
A company receiving an English statutory demand must respond promptly, as failing to do so can lead to a winding-up petition.
The company has 21 days to either pay the debt, reach a settlement, or apply to set aside the demand. To set aside the statutory demand, the company must show valid grounds, such as a genuine dispute over the debt or insufficient evidence. If the company disputes the debt, it can also negotiate directly with the creditor.
It's advisable to seek legal advice to ensure a proper and timely response, as the consequences of ignoring a statutory demand are severe including frozen bank accounts.
Time Extension to Register a Mortgage
Under Section 859F of the Companies Act 2006, a company can apply to the court for an extension of time to register a mortgage or charge beyond the 21-day deadline set by Section 859A. The court may grant an extension if the company can show reasonable grounds for the delay.
The application must be made within six months from the original deadline. If the court grants the extension, the company must register the charge within the extended period. Failure to register the mortgage or charge within the allowed time can result in the charge being void against creditors.