Got a friend in a situation. In short a two director company, one contractor, one company admin (the friend), no longer any dialogue between the two, contractor is neglecting paying the stuff like tax and is essentially AWOL, the other (the friend) is getting the heat from Mr Tax Man.

Friend has looked into resigning\reporting to Companies House, but thinks they need the say so of the AWOL director, which is probably a near impossibility. Suggested taking legal advice as it seems way too messy to try and guess what to do.

Any alternatives?

The contractor can’t abdicate their responsibilities as a Director by just being ‘AWOL’ (unless they’re ill or whatever). The Company is able to invoke sanctions if necessary (http://www.out-law.com/page-8207). If your friend is a member of IoD or something like that, they might be able to get advice. But I bet he/she will need legal advice sooner rather than later.

He can resign whenever he wants but that won’t stop HMRC coming after him. They will have Articles, he needs to read those and then talk to CH. IME CH are pretty helpful as are HMRC.

If they have the log in details for Companies House then they can just log in and remove themselves.
As long as the Company Mandate doesn’t dictate that everything requires all directors permission then just do it.
They could still get the heat as they’ve walked AFTER being aware of the issues – Directors have legal obligations.
Best way is to formally report the other director under the Companies Act 2006 which will remove the heat as long as they have proof.

As above but get the evidence they need before taking any action.

Emails, invoices whatever – take copies.

In short a two director company, one contractor, one company admin (the friend), no longer any dialogue between the two, contractor is neglecting paying the stuff like tax and is essentially AWOL, the other (the friend) is getting the heat from Mr Tax Man.

Husband and Wife, or ex?

In the short term though have they not access to the company bank accounts to be able to pay what is owed – although the problem is actually currently a company one rather than a Director one.

I’d be taking legal advice.

Cheers all, passed on the advice of legal advice again.

It’s a bit of a messy situation and they need to MTFU and sort it rather than hoping it will go away. No telling people sometimes though.