WA Share Issue in Pty Ltd Company.

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Active Member
19 August 2016

I have a question about new shares being issued in a Pty Ltd company.

Without going through the whole backstory I am 50% shareholder in a Pty Ltd company with another person who is also a 50% shareholder. Both directors but a dispute has been ongoing for 5yrs that means I have been completely excluded from the business. Other director removed my name as a director with ASIC registry. No access to the business, no access to financial information of the company except last 2yrs I have been sent a copy of financial statements. Any questions I have raised about the financial position of the business and the accuracy of the financial reporting have just been completely ignored. I did have access to see the bank statements of the business and when I raised questions about transfers going to the other director (money being transferred to his personal account and back again but far more going to his account than came back), he provided no answers and just opened a bank account at another bank that I don't have access to.


I did a search on ASIC registry yesterday and see he has issued more shares in the company and all those shares have been allocated to him. Initial share issue was 5000 shares each. He has now issued 271182 shares to himself. By my maths that takes my holding in the company from 50% down to 1.77% with him holding the other 98.23%.

How in anyway can this be allowed? Surely this couldn't be legal?

I assume he is going to argue the shares represent money he has invested in the business (being such an obscure amount 271182 at $1 a share) as is currently represented as a directors loan from him to the company, but as I have stated previously he has taken large amounts of money from the business so the business itself would have been funding the money he will claim he has put in, and gives no consideration to the money represented on the financial statements that I have invested that he refuses to acknowledge exists

Unfortunately limited resources mean I can't just hand it to lawyer to help me sort out so any advice anybody could get about what I could to do would be greatly appreciated. I can see the way this is going he will just sell the business without me even knowing and walk away with everything for himself.