The company directors have not called an Annual General Meeting (AGM), so the annual renewal of director appointment has not been verified. Can they still be directors and what should we do to fix the problem? I am a leaseholder and a member of the company that owns the freehold of the building.

You should consult the company’s articles of association to check the procedure for appointing directors. If the procedure has not been followed properly, then you could argue that the appointments are invalid and perhaps that any decisions made by the improperly constituted board are equally invalid. You may need to obtain specialist company law advice to support any argument that you have in this regard.

The articles of association will contain information about how to convene meetings. You will probably need to convene an Emergency General Meeting (EGM) to discuss the ongoing issues with a view to making decisions about the next steps. The Leasehold Advisory Service provides very limited company law advice, and we strongly recommend that you get specialist advice to help you further with this issue. You can find a solicitor through the Law Society.

More information you might find useful;

• The company directors have resigned. What happens now?
• The company directors are refusing to hold meetings at a convenient place or time.

Still not found the answer?

Contact LEASE to have your enquiry dealt with by one of our experienced advisers