Help on company transfer

[freelance_guy]

Hello Guys,

Although I follow the board regularly, didnt need me to post anything but need arised now.

I had recently transferred my company over to an old friend of mine (not sold, gave it for free on goodwill). Company traded for approx 2 years and all taxes paid in full before the transfer. All that I did was to resign from the directorship and Mrs resigned as secretary and the guy appointed himself along with some secretary.

its 3 years down the line and I ordered an annual return from companies house and it shows there are only 2 shares in the company and one is my Mrs and one is mine as of oct 07 when the last annual return was made....

Now I was just wondering if this guy who took over wants me and my wife liable through the shares or have i missed something that had to be done during the transfer....

I searched all over the net, googled, but couldnt find any list of things we need to make sure of if we wish to transfer/sell the company to someone and at the same time dont want to be liable for any cockups the future director does....Is he trying to put me in the loop (asuming I dont look up the comp house) so that I and my wife is liable as shareholders?

Also I have another problem with this guy because I trusted him to do my billing, but Id post that in another thread, cuz another issue..

Please adivse me guys..

Thanks a lot

[Alan @ BroomeAffinity]

You haven't transferred the shares is all. The ownership of shares is different from the directorship.

As a shareholder you aren't liable for anything that happens withing the company especially as it is under the direction of somebody else.

So don't panic. Contact yuor old mate and tell him the shares haven't been transferred and his accountant will sort this.

[where did my id go?]

Of course - any dividends paid since you 'handed over' should come to you, since you are the shareholders.

That should focus his mind if you are having problems elsewhere - get copies of teh accounts and see what divis have been declared. Ask him where the cheque is?

[beercohol]

It will involve your signature on a share transfer form. That's it. Simple. The completed forms then need to be filed with Companies House by your accountant.

[Nixon Williams]

A share transfer will remedy this, however I am not sure why you have done this, you could potentially have a capital gains liability.

Your friend could have opened a company for himself for little or even no cost.

Alan

[freelance_guy]

Thanks for all the valuable suggestions. He wanted a company that has some age on it and I have no clue what he is going to do with it so hence requested me to give it to him and I did because im going the umbrella route.

Proabably he doest know what he is doing and thinks he can hold me liable for any mess he makes in the future in a cheeky way. For me he was a friend at that time so my good intentions was to do him a favour and didnt realise that would turn against me.

Regards