Death and winding up...

[C0nfuddled]

Evening all,

Posting under a 'burner' as I'm paranoid

Anyway...

A friend, Dave, sadly passed last month, he knew this was coming so was getting his affairs in order. Part of this was the plan to wind up his Ltd Co, he's the sole employee.

However, he passed before this could be done by his accountant. So the current position is that Dave is the person with Significant Control, the only Officer is his accountants firm, Dave is no longer a director.

There's some cash in the Co accounts, which is to go to Dave's brother - plan was to wind up and cash out.

There seems to be confusion as to what needs to happen, if an executor of Dave's will (me) needs to be appointed as a director, if Dave's brother does, or any other idea on the list. The accountant seems useless on this part, is a unsure on this but a reasonable numbers man though

Before I look to get a solicitor to do some stuff, does anyone have an idea how things should proceed?

Main goal is to get the cash out of the Co and wind it up.

Thanks again, I'm off for a beer now, my head hurts!

[Stephanie Plum]

As executor, under Companies House rules you can appoint a new director to close the company down. That can be yourself or the deceaseds brother, whichever you and he prefer.

[Eric Mc]

Who owned the shares in the company and what happened to those shares in the will?

[C0nfuddled]

Stephanie Plum said:

As executor, under Companies House rules you can appoint a new director to close the company down. That can be yourself or the deceaseds brother, whichever you and he prefer.

Thanks, that tallies with what I've been told by someone else.

Eric Mc said:

Who owned the shares in the company and what happened to those shares in the will?

Dave did, the issue being - it's not stated in the will, otherwise we'd just proceed as stated.

[Eric Mc]

Does the word "residue" appear in the will?

[C0nfuddled]

We do seem to have a clause which reads as a catch all:

6. I GIVE DEVISE AND BEQUEATH all my real and personal estate whatsoever and wheresoever not hereby or by any codicil hereto otherwise specifically disposed of unto my Trustees UPON TRUST to sell call in and convert the same into money (with full power to postpone such sale calling in and conversion of all or any part or parts thereof indefinitely or for so long as they in their absolute discretion shall think fit without being liable for loss and notwithstanding that the same may be of a wasting speculative or

reversionary nature) and after payment thereout of my debts funeral and testamentary expenses and all legacies bequeathed hereby or by any codicil hereto to hold the balance and all parts of my estate for the time being unsold and unconverted (hereinafter called "my Residuary Estate") UPON TRUST for such of my said brother Dave as shall be living at my death and if more than one in equal shares absolutely



Could this be useful?

[Eric Mc]

It could be. Obviously, you should get proper legal advice on this but if there is a reference to "the residue" that should include all assets owned by the deceased that have not been listed specifically.


It looks like Dave could be the lucky boy.

[C0nfuddled]

Sounds sensible, will be getting formal advice but it always helps to go in having a bit of a clue what we're looking for

[jbswagger]

If the shares aren't individually mentioned in the will, then they will go to whoever gets the residuary part of the estate.

[davek_964]

Am I missing something - Dave died, but is leaving the residue of his estate to his brother...... Dave?