Dear Thaivisa.com Posters,     This undoubtedly is a matter that occurs to many Expats who are children of Parents that own Private Ltd. Companies but these children not being shareholders.   I would greatly welcome ur thoughts on the following scenario ;   Re; PRIVATE Ltd. Company [ Family Business ] where the only Shareholders are Husband & Wife And, they both Directors And, they both Blood Parents of the Children mentioned below. 1 of only 2 Shareholders dies INTESTATE [ NO WILL ] AND with Issue [ Children ]   Ref. x] Jurisdictions with Common Law y] Jurisdictions with Common Law AND Written Constitution   2 Parents ; Sole Shareholders of Private Ltd Company   The Private Ltd. Company consists of :   Physical Business   Commercial Buildings   Industrial Buildings   Yard serving as : entrance & commute to all of above   1 Parent ; Dies intestate   Heirs ; Spouse [ the remaining Shareholder of this Private Ltd. Company ] Children [ All adults ] ; > 1 in number ONLY   Questions :   1. Is any 1 Child entitled to respective fraction of ownership of deceased Parents Share in that Private Ltd. Company ?   2. Is that Child entitled to have all of the Company's Assets sold with intention that this Child for sure take their share of the Sale Price ?     Regards,     Our Man in the Tropics

Are you talking of a Thai company or UK/US/Western company?

U can understand that I need to avoid being specific as to the location.

 

But, OK to elaborate that  is a jurisdiction which :

 

1.

inherited Common Law from UK

 

2.

has Written Constitution

 

3.

has Statue Laws created by Parliamant

 

It is not a Thai company

Anyway, as far as I know Thailand is a Civil Law Jurisdiction ONLY

vis.

NO Common Law created "inherited" nor "created" Thailand.

Not so sure about the "inherited" part though.

 

Other Poster may be able to correct me on the situation of Thailand.

But, my enquiry does not involve a company connected with Thailand in any way whatsoever.

 

Regards,

 

Our Man in the Tropics

OK, this situation is going to depend on two things.

 

1. The company's Articles of Association. A  limited company by shares is an individual entity in it's own right.

 

It will have Articles of Association (shareholder agreement) which will stipulate what happens if a majority shareholder dies. The company usually has an insurance policy to cover the death of a shareholder/director which pays out the spouse of the deceased shareholder, leaving the other shareholder/director as sole owner. The insurance policy should reflect the value of the company to pay out the deceased's share value.

 

This leaves the remaining shareholder still having control of the company and enables the company to continue to operate normally.

 

2. If this is not the case then, as with any other shareholding, it becomes part of the deceased's estate. If the two shareholder's are married and one dies 'intestate' (in the UK anyway), the deceased's estate would pass to the spouse.

 

Here is where legal advice is necessary as the children may well have a claim on the estate of the deceased.

 

Hope that helps.

By the way, I do not know whom to distinquish as having owned each, or some, or all, of the real properties [ the commercial buildings, the industrial buildings, the yard, & an office ]

 

The "who" that I presently am not in the know about as to distinguish may be :

the Private Ltd. Company

the Spouse who died

the surviving Spouse

any combination of the above

 

And, then I am not in the know to ascertain was ownership :

Tenant-in-Common

Joint Tenancy

Full Ownership

...............................................................................

 

The 2 Parents lived in house which together with the aforementioned properties formed a physical homogeneous block.

Part of that house serves as an office for the business ; incl. interaction with customers.

This office also serves as alternative entrance to the house.

.................................................................................

 

Furthermore, the deceased gifted their own original family home -- a substantial house physically separate to the homogeneous block -- to their spouse at time of marriage by way of ;

 

"in love & affection" ; Or some such 8-)

 

The 2 parents did live there with 1st child for a period such is what I was told.

 

And, in modern times, another child lives there with their own children.

 

A polymath friend of mine says that this property would have to be entered into the estate for intestate distribution.

But, he may be wrong.

 

Much Thanks to Grollies keen help thus far.

 

Regards,

 

Our Man in the Tropics