Is there anyone here familiar with the legal process for removing a Company Director & Shareholder from office???

A while back we formed a Limited Liability Company for private investment purposes,while some members continue to be active,others have slacked off and no longer contribute in any way shape or form.

I'm well aware that i have to go through the articles of association - this particular one requires their written resignation. Aside from that,what is the legal requirement? Affidavit?? Transfer of shares???

I'd appreciate any help on the matter coz simply put... the rest of us need to move on!!

The economy changes.....good investment principles don't.

for director as fundaah says u cud vote him out in an extraordinary meeting. However before you do that i recommend asking him to resign as a director. voting him out will require you to cite the reasons to the registrar of companies at sheria house.
by resigning he/she will sign an affidavit prepared by a commissioner of oaths which u will present to the registrar.

as for shareholder you hav to convince them to sell there shares to the company or to existing shareholders as they are bought or sold using willing buyer willing seller principle. please note they can sell the shares to anybody they want as long as they can get the amount of money they are asking for for the share.

if they resign u take the affidavit to the registrar with a copy of your audited accounts. if you fire them then you will have to take the minutes of the meeting together with a copy of the audited accounts to the registrar.

Hope this helps

IF YOU EVER LOSE,MAKE SURE YOU NEVER LOSE THE LESSON!!

Thanks guys.....

I do plan on consulting a lawyer,but i also need to do the groundwork first so i can be well informed and do this right.

As Co. Secretary,I'm planning a wholesale removal of 4 Directors.......yeah i know.
I already have the resignation letters of two Directors,two are being problematic (How can they expect to stay yet not play an active and positive role???).

I have a shareholder's trasfer form for the exiting Directors,is that the required document? Plus,will their exit be reflected on our Co. Records at Sheria Hse even though the original incorporation documents have all our names or do i have to get that changed too?

To anyone thinking of forming a Co. with others - be it friends,relatives,family,acquaintance.... make sure you KNOW them. But if that fails get a lawyer to write up an AIRTIGHT company constitution/articles of association. Otherwise,it'll be a nightmare.

Again,thanks for the help.

The economy changes.....good investment principles don't.

My simplistic view is that the directors pose the main problem but are easily removed. However,the shareholders can be ignored as their stake in the company continues to be diluted as the rest of you contribute and make more investments. At the end of the day,they will own a very small portion of your company...similar to having shareholders who continuously refuse to participate in rights issues.