A South London-based client instructed Samuel Okoronkwo Jr. to provide legal advice regarding governance and contractual issues for her newly incorporated tuition business. Established in October 2023, the centre operates weekday evenings and Saturdays, employing eight teachers and one administrator, and rents classroom space from a local school in East London.
The client, as sole shareholder, had initially appointed two associates as directors with the intention of granting them shares in exchange for financial contributions. However, due to concerns about their suitability, she drafted a new agreement to repay their investments and formally revoke their entitlement to shares. Legal advice was sought on the correct procedure for terminating their directorships and resolving potential disputes over intellectual property.
Samuel Jr. provided general advice on director removal under Section 168 of the Companies Act 2006, confirming that the client could proceed by ordinary resolution as majority shareholder, subject to compliance with procedural requirements. He also advised that any claim by the associates over the company logo was unlikely to succeed, given its creation by a third party and absence of formal ownership rights. The client agreed to submit her contracts for review and expressed interest in ongoing support through the chambers’ SME Advisory Service. The matter highlights the importance of clear governance structures, formalised agreements, and early legal advice in managing director relationships and protecting business assets.
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