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Share of freehold certificate

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  • Share of freehold certificate

    We bought a flat a year ago. But we never received the share of freehold certificate. Every time we call the solicitor of the management company she said it's just waiting for the signature of some director. Now I start to think this might be some kind of scam. Is there any legal action we can take? Can I sell the flat without the certificate?

  • #2
    Re: Share of freehold certificate

    The legal aspects of this really relate to company law, not conveyancing.

    I suggest you write to the company, and require a copy of the register of members, to check that you have been included in it. This copy must (under section 117(1) of the Companies Act 2006, be provided to you within 5 working days - though the company can make a charge for this.

    Warn the company secretary that, if you are not included in the register, the company secretary and all directors will have committed an offence under section 113(7) of the Act

    As an alternative, you can say that you will be satisfied if you are givern your share certificate within 5 working days

    As far as selling is concerned, it is best to have the share cdertificate. Failing that, you can provide the copy register of members and a statement by you that the company has never issued your share certificate to you

    I hope this helps
    This is based on my experience as a conveyancing solicitor in England, but I do not accept liability for information I give in this forum

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    • #3
      Re: Share of freehold certificate

      Thanks a lot for the great answer!

      Comment


      • #4
        Re: Share of freehold certificate

        You're welcome!
        This is based on my experience as a conveyancing solicitor in England, but I do not accept liability for information I give in this forum

        Comment


        • #5
          Re: Share of freehold certificate

          I have similar problem. It is not the company that doesn't issue the share certificate, but the owner.

          For the last 11 months I'm trying to get a certificate from the previous owner through the sellers solicitor who either a) ignores me, b) says he is dealing with the matter.

          What are my options? And does it matter whether I have the certificate?

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          • #6
            Re: Share of freehold certificate

            I have similar problem. It is not the company that doesn't issue the share certificate, but the owner.

            For the last 11 months I'm trying to get a certificate from the previous owner through the sellers solicitor who either a) ignores me, b) says he is dealing with the matter.

            What are my options? And does it matter whether I have the certificate?
            Is this a share certificate for a share in a company that owns the freehold? Why didn't your solicitor deal with this when you bought? If it is the seller's share in the freeholder company then this should have been transferred to you when you bought the flat. Your solicitors shouldn't have compelted without it.

            Or is some other kind of certificate?
            RICHARD WEBSTERwww.rwco.co.uk
            As a conveyancing solicitor I want to be helpful (England/Wales only) but can't accept liability for this.

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            • #7
              Re: Share of freehold certificate

              Yes it is the seller's share in the freehold, i.e. all owners have a part in the company that holds the freehold.

              My solicitor has overall been quit good I would say and warned me when I should not continue with the process, but he never made the share certificate an issue.

              HE has contacted the seller's solicitor a couple of times by fax, but they don't seem to make any moves. I don't get the impression my solicitor does see this as a priority any longer either, so I'm wondering if there is anything else I can do. Could I contact the previous owner??

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              • #8
                Re: Share of freehold certificate

                My solicitor has overall been quit good I would say and warned me when I should not continue with the process
                What did he warn you about?
                RICHARD WEBSTERwww.rwco.co.uk
                As a conveyancing solicitor I want to be helpful (England/Wales only) but can't accept liability for this.

                Comment


                • #9
                  Re: Share of freehold certificate

                  this was actually related to my previous attempt to buy a property, which was occupied by tenants. My solicitor recommended not to complete before I had seen that the property was empty. Regarding the property that I ended up buying he didn't have any warnings.

                  Comment


                  • #10
                    Re: Share of freehold certificate

                    Your solicitor will need to look at the memorandum and articles of association of the company.

                    If the company was set up as a specialist residents' flat management company it may well stipulate that only flat owners can be share holders/members and therefore the directors will have power to issue a certificate to you ignoring the seller who will have ceased to be entitled to be a member of the company.
                    RICHARD WEBSTERwww.rwco.co.uk
                    As a conveyancing solicitor I want to be helpful (England/Wales only) but can't accept liability for this.

                    Comment


                    • #11
                      Re: Share of freehold certificate

                      Thank you very much for your reply. I checked with the company secretary and she will send me the appropriate documentation to check. I let you know of my findings.

                      Comment


                      • #12
                        Re: Share of freehold certificate

                        Hi all,

                        Would like a bit of advice here and thank you in advance.

                        I bought a flat last year and ever since I have been waiting for my share certificate of the management company, my solicitors have been chasing but they seem to be less interested each time I chase them.

                        The situation is the management company owns the freehold of the block of 8 flats, and each flat owner has a share of the management company.

                        My solicitors have not been successful in getting my copy of my share certificate of the management company, and from their records the seller has indeed returned his certificate and signed the stock transfer form to my solicitors, and my solicitor has filled the rest of the stock transfer form and forwarded them to the management company together with the sellers certificate, and requested for mine in return.

                        Recently I finally managed to meet one of the directors who wasnt aware of the the problem but was also not sure what how to sort it out for me. He still has the sellers stock transfer form and the certificate in his files and they were sat there ever since. It seems they are normally done by another person in the company (director/secretary) but that person has emigrated and been difficult to contact.

                        The director said he is happy to do whatever that is required to get my certificate sorted, and there is another director in the UK, but the director I spoke to is not sure how and what to do as he is normally in charge of book keeping and maintenance organisation, and not the company accounts etc. He also confesses that he has difficulty contacting that person abroad too. In my files I have seen a letter of that person writing to all the tenants that he is moving abroad too, so I know that partis also true.

                        My question is how can I help him in issuing me my certificate and make sure that I am in the books so to speak. Can he prepare it himself and signed by himself as a director and a witness, or the other director?

                        Do I need to get my solicitors involved or this can be resolved between the directors and myself to save time?

                        Many thanks,

                        Raymond
                        Last edited by Raymond; 28-05-2012, 10:41 AM.

                        Comment


                        • #13
                          Re: Share of freehold certificate

                          I have a flat with a share of the freehold. The property is managed by a limited company and all the freeholders own a share in the company. The share certificate that should have been transferred into my name has been lost. Actually I think I never received it. As co-director of the company am I entitled to the issue a replacement certificate of the share of the freehold? I have been contact the others co-directors via emails, letter, phone calls but they seems ignore me. Please can you tell me is I should do something different to obtain the replacement of the certificate?
                          alvaro3985

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                          • #14
                            Re: Share of freehold certificate

                            Hello,

                            Apologies for posting on this thread but I am unsure how to begin a new one and also our issue is somewhat linked.

                            We are currently in the process of buying a barn conversion which was converted in 2009 and has been lived in by the current owner since then. She has been paying into a management service company since she bought off plan. In her deeds it stated that once the last barn on the development had been sold, the management company would become active.

                            Our solicitor is concerned that the management company has remained dormant the whole time and the developer (who lives on the development and is therefore one of the shareholders in the management company and a director himself) is reluctant to activate the company stating that the barn owners are happy to run the company as an association.

                            We LOVE the property and very much want to buy it. Our solicitor is brilliant in highlighting the issues but neither my wife or I have any legal experience and sometimes do not understand the technical vocabulary he uses. We really need layman's advice i.e. buy it but ask for x, y and z, or don't buy it because....

                            We understand that this is not part of his remit as a solicitor but who do we ask for advice when we don't understand what it all means?

                            We would be so very grateful for any advice, please help
                            Thanks in advance

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