Directors of rmc have breached the s.24 tribunal order to hand over management

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    I recommend that you change the registered office of the Company at the same time so that notices are addressed to you. Is the current registered office the address of the previous agent? That is inappropriate.

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      Companies House have confirmed they can't take instruction from a shareholder it has to be a Director. They said they can probably make allowances in extreme circumstances but only with a court order. The previous managing agent is still the registered company secretary because he has been working hand in hand with the Directors to frustrate the handover and the Directors have refused to resign him because it served their self interests to keep him there.

      Companies House let slip that there has been a paper application to change the company secretary but it was rejected because the Company is in the PROOF Scheme. This was the solicitor who has been masquerading as the Company Secretary so the Previous Managing Agent remains in place.

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        ... the registered office is the previous managing agent.

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          You are a director following the s305 meeting and Companies House should accept the minutes. Well done, you seem to be piecing together the jigsaw, the solicitor does not appear to hold the activation code and the director's husband seems to be hiding behind every else so that he does not accept any responsibility so I very much doubt that he wishes to become Company Secretary.

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            I am just filling in the AP01 and just thought, I don't know what I am signing up to.
            1. I am not sure if there is any D& O Insurance in place,
            2. Am I going to be made liable for all the debts and misconduct of the RMC?
            3.What happens if I discover a hornets nest? what options do I have so I am not made liable?
            4. There are already thousands of pounds of late filing fees
            4. Should I date the AP01 with todays date?

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              It is a bit late to have second thoughts after you have been appointed a director and you have removed the other directors. As you are aware, there is every chance that your appointment will be challenged anyway, but having proceeded this far, you may as well continue.
              1 The Articles contain the usual indemnity clause for directors but D&O Insurance is useful to have although there may be difficulty recovering the cost as you are aware.
              2 You are not responsible for the actions of others or for misconduct before you were appointed. You should cover your back by keeping a record of the failings of others before you were appointed.
              3 I think that you are aware of what to expect, the failure to complete accounts and collect service charges obviously need to be addressed.
              4 The RMC may be able to recover the late filing fees from the previous directors..
              5 The AP01 form will need to be dated within the last 14 days, there may be questions why it was not filed within 14 days of the s305 meeting in accordance with s169 CA 2006.

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