Reply to: Can spouse (5% shareholder) control company if other 95% shareholder dies

[TheFaQQer]

It may but I wouldn't be buggering about with my company structure just for this.

Appointing someone who is going to inherit everything anyway a Company Secretary is hardly "buggering about" with the structure though.

It would make it easier for whoever is left behind if they were already an officer of the company. If you don't want to do that, then don't do it.

[northernladuk]

It may give the surviving spouse the ability to take control of the company and issue dividends (or start winding up) more quickly.

It may but I wouldn't be buggering about with my company structure just for this.

[TheCyclingProgrammer]

Nothing I read indicated doing number 4 would add anything above the will but that's up to my you.

It may give the surviving spouse the ability to take control of the company and issue dividends (or start winding up) more quickly.

[samsg30]

Nothing I read indicated doing number 4 would add anything above the will but that's up to my you.

Point 4 comes from reading few other posts on this site and others. Once companies house is notified of demise of director and they are aware of any other officer for that company, it makes job as easy as submitting some forms.
Though it is not much clear if making a director with small percentage share holding is better or company secretary with no salary. But in any case, 'Will' gives better chance of avoiding conflicts during intestacy law if any other family member tries to get benefit and gives flexibility to cover more scenarios like death of both partners.

[northernladuk]

Nothing I read indicated doing number 4 would add anything above the will but that's up to my you.

[samsg30]

Thanks for everyone who contributed their time in responding to this thread.

Just to consolidate all the posts into one for future readers: -

1) Make a 'Will' to make hell lot easier and clearer for your spouse or whoever to control company affairs, assets on demise of sole director and 100% shareholder

2) Without 'Will' intestacy law will apply and spouse can control the affairs but that would involve significantly long and expensive process as oppose to having a 'Will'

3) If Article of Association is written after Companies Act 2006, it gives right to personal representative to control affairs of company i.e. spouse or others as per intestacy law. If AoA is before companies act 2006, either update AoA to current law or have a 'Will' (most recommended in any case)

4) Making spouse as company officer (either secretary or director) can make things more easy however one has to look for implications of tax on salary or dividend to be paid to spouse until then. Some suggests you don't need to give salary to Company secretary or director but look for other thread for the same.

Not sure how to close the thread here but thanks for the input

[TheFaQQer]

To get other part of my question answered... after having a Will, is there any benefit in making my wife Company Secretary (without salary) or director (with 5% shareholder) to make it straightforward for her to take over company affairs and all assets without going though legal proceess of testifying Will or any such conflicts.

See what your Articles of Association say. It would certainly make it easier to have an officer of the company alive to run the company - someone will have to become a director or other officer to be able to close / act on behalf of the company anyway so it's easier to do that while you are alive and can explain it than if you aren't.

[samsg30]

Reading through the replies.. one this "certainly" I am going to do is get the Will written.

To get other part of my question answered... after having a Will, is there any benefit in making my wife Company Secretary (without salary) or director (with 5% shareholder) to make it straightforward for her to take over company affairs and all assets without going though legal proceess of testifying Will or any such conflicts.

[TheFaQQer]

We made a will as without one there's a limit to what your spouse will automatically receive before the rest goes to your family should they contest it. I think it was 250k, but that might have changed. Anyway generally the only thing I could guarantee Mr C to keep was the house and though I love my brother dearly and trust him, you just never know...

There's a decision tree at https://www.gov.uk/inherits-someone-dies-without-will

If you have no children or grandchildren then it would still go to the spouse.

[TheFaQQer]

You should also check your company AoA to see what they say about who can make decisions. Just because you're a shareholder doesn't mean that you can make decisions as a director - you would need to be appointed first.

[pr1]

The single most useful post you've ever made. Thanks.

Good site though, I've just signed up for one, do you have a co-op MGM code you want me to give them?

[northernladuk]

£150

The single most useful post you've ever made. Thanks.

[pr1]

For 90 quid it's a no brainer

https://www.co-oplegalservices.co.uk/making-a-will/

£150

[cojak]

We made a will as without one there's a limit to what your spouse will automatically receive before the rest goes to your family should they contest it. I think it was 250k, but that might have changed. Anyway generally the only thing I could guarantee Mr C to keep was the house and though I love my brother dearly and trust him, you just never know...

[NotAllThere]

...
I am concerned in case of demise and absense of Will

You may have noticed some consistent advice in response to your question. MAKE A WILL. Do not rely on the intestacy laws. If you do not make a will you are doing your heirs a massive disservice, so get on with it.