Business & company › Shareholder & director disputes

Removed as a director from my own company

What usually matters in this situation, and the papers to keep ready before you meet an advocate or free legal aid (call 15100).

Your situation

• What has happened? I was removed as director / from management

Do these now

• MCA filings: director appointments/resignations, allotments, charges, annual returns
  Shows unauthorised changes and their dates. Where: MCA portal (view public documents).

Papers to gather

• Memorandum and Articles of Association (current version)
  Sets transfer, appointment and meeting rules. Where: MCA portal (public documents).
• Share certificates, register of members extract, cap table, allotment filings
  Proves your stake and any dilution. Where: Company, MCA filings (allotment returns).
• Board and general meeting notices, agendas and minutes you hold
  Defective notice or quorum can invalidate decisions. Where: Your email, company secretary.
• Your written requests for records/meetings and the replies
  Shows exclusion from management. Where: Email.
• Founder messages and emails about roles, equity and exits
  Fills gaps where nothing was signed. Where: Email, Slack, WhatsApp.

You may also need, depending on your answers

• Shareholders' / founders' agreement and term sheets — Often decides exit, vesting and deadlock.

What the law says

Saboot will also ask

• What is your position?
• What percentage of the shares do you hold?
• Is there a shareholders' or founders' agreement?
• Did you receive notice of the board/general meeting where this happened?

Similar situations

• My shareholding diluted without my consent
• Co-founder taking company money
• Not being shown company accounts
• Want to exit the company and get fair value
• Board deadlock between founders

Sources

• Companies Act, 2013

The full guide: Dispute with co-founders, shareholders or directors of my company · All situations