Directorship of a RTM under threat from unpleasant leaseholder?

Directorship of a RTM under threat from unpleasant leaseholder?

10:25 AM, 9th November 2014, About 10 years ago 33

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I am a co-director of a RTM (Right to Manage) company of a development which is extremely challenging to manage. We are now at a critical phase – just about to start major works which will cost about £70K. We’ve been leading up to this point for the last 2 years and, needless to say, none of the other leaseholders (all landlords) never expressed more than a passing interest in the amount of work and effort involved in bringing us to this point.

We have a rare and very able property manager which we are very happy with and trust that he’s acting in the best interest of the site. By the way, if anyone wants a recommendation for a superb property manager (can’t share the area, PM me if interested), I’ll be happy to recommend him.

Anyway, the current works require a contribution of about £5,000 per unit and this has all been collected with minimum pain, thanks to our manager.

Now we have a situation whereby 2 of the other leaseholders are asking for an AGM with a view of replacing one or two of the current directors (myself and my co-director), claiming that we don’t have enough property skills.

The person suggesting this does seem to have plenty of hands on property experience and under normal circumstances, we would have been delighted to add him as a director or even stand down. This site has been a nightmare to manage and both of us can think of a million things we’d rather do with our time than to tackle all the problems it brings us.

However, this person is also extremely unpleasant to work with and we are concerned that if he comes on board, it would make things very hard indeed for everyone.

He has asked for an AGM, with a view of replacing one or both of us.

My questions are:

What are the procedures that the company has to follow to appoint another director?
Who needs to agree or disagree?
Do we need to have a majority vote?
Do we have to have a physical AGM?
Shareholders who didn’t attend the AGM, can they vote?

I suppose, the main question is – how do we stop this from happening?

Would appreciate any input.

NitzanRTM


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Joe Bloggs

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16:06 PM, 15th November 2014, About 10 years ago

Reply to the comment left by "David Atkins" at "15/11/2014 - 12:06":

hi david,
not seen that stipulation in the model RTM articles and its not in any of my leases. in fact there is nothing to stop a leaseholder in arrears being a director (and there can be very valid reasons for arrears such as a s.c. dispute).

David Atkins

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18:25 PM, 15th November 2014, About 10 years ago

A director is obliged to exercise their duties in the best interests of the company and comply with statutory requirements. The legal contract is the lease. Directors should be familiar with the covenants of the lease in order to comply with statutory requirements. You are right Joe not all leases include details of how right to manage companies are run but they sometimes have details on how directors are appointed. Is the OP familiar with the lease? directors are voted in on majority voting and so an individual cannot stop someone from being a director. Lets not forget that their is a freeholder somewhere who may be wondering if the RTM company its doing its job properly.

Puzzler

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11:29 AM, 19th February 2015, About 10 years ago

Annette is right, the votes are allocated by tenant not by flat, so owning more than one does not give a leaseholder additional votes. See the Leaseholder Advisory Service website.

Joe Bloggs

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11:41 AM, 19th February 2015, About 10 years ago

puzzler,
what an apt name!
shame you have omitted a substatiating link. in the absence of this and in view of the below i would say both you and annette are wrong: http://www.legislation.gov.uk/uksi/2009/2767/pdfs/uksi_20092767_en.pdf
clause 33!

David Atkins

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16:42 PM, 19th February 2015, About 10 years ago

Joe has hit the nail on the head.

Puzzler

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9:01 AM, 23rd February 2015, About 10 years ago

Here is the link, not hard to find as I gave you the site.

http://www.lease-advice.org/publications/documents/document.asp?item=21#3

However I may have been in error as the limit on votes applies to collective enfranchisement (purchase of the freehold) where flats over two owned by the same leaseholder either solely or jointly are disqualified and I assumed also therefore to RTM

Joe Bloggs

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18:32 PM, 23rd February 2015, About 10 years ago

Reply to the comment left by "Puzzler " at "23/02/2015 - 09:01":

dear puzzler,
so your bold statement that annette was correct (and thus i was wrong) was based on nothing more than an erroneous (and illogical) assumption. furthermore, if i understand correctly, your assumption was based on something you had read about enfranchisement, when the topic was RTM.
And just as strangely, you defend your failure to provide a substantiating link by stating '...not hard to find...'; in fact it would be extremely hard to find bearing in mind that the content is irrelevant.
all very puzzling.

Puzzler

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9:29 AM, 25th February 2015, About 10 years ago

I admitted my error - there is no call to be rude in a gratuitous comment

Joe Bloggs

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16:55 PM, 25th February 2015, About 10 years ago

Reply to the comment left by "Puzzler " at "25/02/2015 - 09:29":

dear puzzler,

1) you didnt admit your error; you merely stated 'I may have been in error'.

2) IMO it is v. bad to spread incorrect facts on a public forum. but what you did was even worse, as you contradicted correct information and tried to supplement it with wrong info, and in an arrogant unsubstantiated manner.

Puzzler

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13:45 PM, 21st March 2015, About 10 years ago

Reply to the comment left by "Joe Bloggs" at "25/02/2015 - 16:55":

1) I did admit it - it's the subjunctive mood.

2) I did not intend to provide incorrect information, I believed it at the time as it does apply to freehold purchase and I (incorrectly as you keep reminding me) believed the same principle would apply

3) This is another gratuitous and rude comment and adds nothing to this forum.

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