Spring 2005 Newsletter


Content

Home Sweet Pension

Anything To Declare?

Death And Taxes

His And Hers

Oh, Gross!

We Didn't Mean It

Agassi Wins

Time To Go

It Could Be Worse...

Trivial Pursuit

Re: Mortgages

A Marriage Made In...

Time's Money

Show Business

Scam Of The Decade?

Gift Aid

Vat's Hot!

Wait For It

A Good Buy?

Know Your Articles

Rights And Wrongs

Know Your Articles


If you set up a company, chances are you buy one off-the-shelf from a company formation agent. They send you a package with forms, a company seal, and 'the Memorandum and Articles of Association' - some dry legal documents in blue covers that you file away and have to show occasionally to banks and other people who might be interested.

Of course, they could be important. In a recent case, two shareholders owned a company 75% and 25%. The 75% shareholder died, and his colleague helped with the transfer of the shareholding into his widow's name. Later, the two of them fell out, and the minority shareholder read the Articles. They said that a deceased member's shares had to be offered first to the other shareholders at a price to be set by the auditors. As he was the only other member, he had the right to buy the shares, and the widow was left without any interest in the company. The price was supposed to be a fair one, but the cash might not have been as good as the company. The 75% shareholder almost certainly didn't intend his widow to be cut out in this way.

It's worth knowing whether there are any hidden catches in the Articles. They aren't put there to trick you - they may be useful in some circumstances. But unless you know what they say, you may find they can be used against you. If you are not sure what the legal jargon means, we can help.

The case is A King (Services) Ltd, Cottrell v King [2004] BCC 307, reported in Accountancy, January 2005 (p.119).


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