Advice please director acting on their own

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    Advice please director acting on their own

    Hi, after some advice on dealing with a situation. One of our directors took it upon himself to take a letter asking owners to vote on a company for works the company is his,and he actually wrote the letter from his company , but more importantly he did this without the knowledge of agreement of the other directors.
    We had agreed at our last meeting to a standard of work and we would look at the quotes we had and then decide on the company at our next meeting. I believe what they have done is so wrong and has now caused more confusion with the owners

    How would you deal with this ?

    Work with others to remove him from his position?
    My views are my own - you may not agree with them. I tend say things as I see them and I don't do "political correctness". Just because we may not agree you can still buy me a pint lol


      Agreed. Remove him asap following correct procedure. It was blatant abuse of his position.


        Any director can, should be, and will be prevented from discussing and even voting on the matter if he/she has links with the firms quoting.

        Shareholders don't vote on who they should employ ( though it happens sometimes )
        The leaseholders / shareholders are asked as to their preference, and asked to suggest alternative firms that should be contacted to obtain quotes from.

        THe DIRECTORS -- all of them, make the final decisions.

        Your other directors must write to ALL leaseholders and inform them that it is regulated that any director that has personal connections with firms that are quoting, --- That director is excluded from all discussions, and banned from even voting on the subject.

        Type it out now, but hand deliver the offending directors letter first.

        I can't find the info at the moment- as had 2 computers crash recently


          The other directors should give the director a warning. Whether or not voting is permitted when there is a conflict of interests depends on the Articles, but good practice would require the director to abstain even if he is permitted to vote. If the director continues to fail to act according to the decisions made by the board of directors, the directors should call a meeting of members and ask the members to vote on whether or not the director should remain in office.


            Trouble is, leaseholders are appathetic.
            Oh, he's such a nice man, this Director, lets keep him and forgive him

            Happend here.

            Board of directors can dismiss a director, so long as they have it ratified by the members shortly afterwards.
            ( E.G. Director steals money, had the bank account details - so - No, he gets removed instantly, and not wait 3 weeks before you get the "nod" from the members )


              The directors do not have the power to remove another director, they are answerable to the members and only the members can remove a director, If the members do not vote him out, he remains a director regardless of what the other directors think, If a director steals money, it is theft and you report it to the police.


                Ram our articles allow a director with a conflict of interest to vote sadly ,though good practise would say not too.


                  Eagle 2..what if said directors appointment has not yet been ractified by members ?


                    It makes no difference if the director's appointment has not been ratified by the members, he is a director as long as he has was properly appointed in accordance with the Articles (presumably by the other directors) and only the members may remove him as a director.


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