SANTHOSHKUMAR 05 June 2024

Shareholders dispute in private limited company

Respected Lawyers,

Back in 2018 my partner convinced me to start the PVT LTD even I am not capable of financially. He is doing well financially. The company is mainly in to product development. Till now we didn't make any profit. Company is in loss. My partner started demanding more money to run the company that I couldn't afford. Now, My partner suggested to close the company so that we have to close the debts and I said ok. But now he is giving false debt details by himself and refusing to windup. I even asked him to take my shares and give my investments back. But he is ok to take the shares only for free of cost and also I have to pay the all the fee related to transfer it seems. Even though I want to exit now he is forcing me to pay the CA and other tax pending's in company. Please suggest me how to approach this?

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3 Replies

T. Kalaiselvan, Advocate (Advocate) 05 June 2024

What are the terms and conditions of the partnership firm?

Is the firm registered or unregistered?

Your partner cannot insist the illegal demands if they are not part of the conditions of the partnership deed.

You may consult a good CA from your side before taking any legal decision

SANTHOSHKUMAR KR 03 July 2024

Sir its a Private limited company. There is no specific rules we create when we start the company. As per the MOA share holder is only liable to paid up capital. Now my partner is demanding 2 lakhs and my shares from me for myself leaving the company. Myself also a director and he already denied the access of company bank account. Now he is keeping all the company assets as a security and there is no agreement for that. I have already discussed CA and he told me that I am not liable for any company debts. As its a legal entity. But stil he is demanding money and threatning me that he will take me to court.

T. Kalaiselvan, Advocate (Advocate) 07 July 2024

If he is threatening to sue you then you may better issue a legal notice demanding your dues, failing which you can approach court with a suit against him. If he is filing a case against you, it will be better for you to file a counter claim in the same suit to press your demands and also challenge his unlawful claims properly, better consult a local lawyer and proceed as suggested.