R Screen v Matt Screen Pet Services Ltd T/a Waggy Walks: 6003865/2024

EMPLOYMENT TRIBUNALS

Case No 6003865/2024

Between

R ScreenClaimant

Matt Screen Pet Services Ltd T/a Waggy WalksRespondent

Before

Employment Judge Corrigan

In person for claimant

Date 13 June 2025

JUDGMENT

[1]The claimant was an employee of the respondent.

[2]The claimant’s claim for unlawful deduction of wages is well-founded.

[3]The claimant was unfairly dismissed by the respondent.

[4]The claimant was wrongfully dismissed by the respondent.

[5]The respondent did not pay the claimant’s accrued holiday pay upon termination of employment.

REASONS

Issues

[1]It was agreed at the outset that the correct respondent is Matt Screen Pet Services Ltd t/a Waggy Walks and the title to the proceedings is amended accordingly. It is important to emphasize that reference to the respondent here is to the Ltd company and not to Mr Screen personally although he is the representative and now sole owner of the Ltd company.

[2]The issues were agreed between the parties at the beginning of the hearing.

[3]They are as follows:3.1 Was the claimant an employee or a worker of the respondent? Unlawful deduction of wages

3.2 Were the wages paid to the claimant from March to 13 June 2024 less than the wages that should have been paid to the claimant? Unfair dismissal

3.3 Was the claimant dismissed?

3.4 Did the respondent do the following things:3.4.1 Stop paying the claimant from end of Feb 2024?

3.4.2 Fail to interact with the claimant about the above?

3.5 Did that breach the implied term of trust and confidence? The Tribunal will need to decide:3.5.1 whether the respondent behaved in a way that was calculated or likely to destroy or seriously damage the trust and confidence between the claimant and the respondent; and

3.5.2 whether it had reasonable and proper cause for doing so.

3.6 Alternatively, did that breach the term of the contract in respect of pay?

3.7 Was the breach a fundamental one? The Tribunal will need to decide whether the breach was so serious that the claimant was entitled to treat the contract as being at an end.

3.8 Did the claimant resign in response to the breach? The Tribunal will need to decide whether the breach of contract was a reason for the claimant’s resignation.

3.9 Did the claimant affirm the contract before resigning? The Tribunal will need to decide whether the claimant’s words or actions showed that they chose to keep the contract alive even after the breach.

3.10 If the claimant was dismissed, what was the reason or principal reason for dismissal? If the claimant was constructively dismissed, what was the reason for the breach of contract by the respondent?

3.11 Was it a potentially fair reason?

3.12 Did the respondent act reasonably or unreasonably in all the circumstances, including the respondent’s size and administrative resources, in treating that reason as a sufficient reason to dismiss the claimant?

3.13 The Tribunal’s determination whether the dismissal was fair or unfair must be in accordance with equity and the substantial merits of the case.

3.14 If the reason was misconduct, in considering the question of reasonableness the tribunal will usually decide, in particular, whether:3.14.1 there were reasonable grounds for that belief;

3.14.2 at the time the belief was formed the respondent had carried out a reasonable investigation;

3.14.3 the respondent otherwise acted in a procedurally fair manner;

3.14.4 dismissal was within the range of reasonable responses. Remedy for unfair dismissal

3.15 If there is a compensatory award, how much should it be? The Tribunal will decide:3.15.1 What financial losses has the dismissal caused the claimant?

3.15.2 Has the claimant taken reasonable steps to replace their lost earnings, for example by looking for another job?

3.15.3 If not, for what period of loss should the claimant be compensated?

3.15.4 Is there a chance that the claimant would have been fairly dismissed anyway if a fair procedure had been followed, or for some other reason?

3.15.5 If so, should the claimant’s compensation be reduced? By how much?

3.15.6 Did the ACAS Code of Practice on Disciplinary and Grievance Procedures apply?

3.15.7 Did the respondent or the claimant unreasonably fail to comply with it?

3.15.8 If so is it just and equitable to increase or decrease any award payable to the claimant? By what proportion, up to 25%?

3.15.9 If the claimant was unfairly dismissed, did they cause or contribute to dismissal by blameworthy conduct?

3.15.10 If so, would it be just and equitable to reduce the claimant’s compensatory award? By what proportion?

3.15.11 Does the statutory cap apply?

3.16 What basic award is payable to the claimant, if any?

3.17 Would it be just and equitable to reduce the basic award because of any conduct of the claimant before the dismissal? If so, to what extent? Wrongful dismissal

3.18 What was the claimant’s entitlement to notice?

3.19 Did she receive it? Holiday pay

3.20 What was the leave year?

3.21 How much leave had the claimant accrued? How much had she taken?

3.22 Can the claimant claim accrued but untaken annual leave from November 2020? Expenses

3.23 The claimant raised non-payment of expenses in her witness statement which was not in her claim. I did hear evidence about the expenses but there was no decision that the claim be amended to include this as a separate claim. In any event I have addressed this below.

Hearing

[4]I heard evidence from the claimant on her own behalf. I also heard evidence from Mr Matt Screen, Director, on behalf of the respondent. Mr Screen had not prepared a statement but I agreed to use his particulars of response and a document entitled “defence statement” as his witness statement.

[5]The parties had not sent in an agreed bundle. The respondent submitted four digital bundles (as his email could not cope with the size of the combined bundle). The claimant had sent a zip file of separate documents. During the reading time she was able to re-send this as a Pdf bundle. Both parties then sent further documentation for the morning of the 2nd day of the hearing. Mr Screen also provided some recordings. I watched the video recording and listened to the parts of the longer audio recording that he took us to during the hearing, and some further parts of the conversation. I otherwise did not listen to recordings I was not specifically taken to, as I explained to the parties.

[6]The parties each had the opportunity to make oral submissions.

[7]Based on the evidence before me I found the following facts.

Facts

[8]The business was set up by Mr Screen, the claimant’s then husband, with a £10,000 loan from the claimant’s parents in 2018. Although he set it up that he was the sole director and 100% shareholder, and therefore the sole person with significant control on Companies House, I accept that the claimant’s understanding was that it was to be a joint business, and that was why her parents had loaned the money. She was already studying canine behaviour and one benefit to establishing the company was that she could then undertake the training hours required by her course and which she had not been able to find elsewhere.

[9]Initially while the business was getting established the claimant undertook work elsewhere in order to pay the household bills for them both. She also worked unpaid for the business, her understanding being that she had an investment in it. Mr Screen took a salary of £1000 per month from the business.

[10]In 2019-2020 the claimant worked unpaid for the business and also continued to work part-time to support the household. By November 2020, once the business could afford another £12,000 salary, the claimant also began being paid a salary of £1000 per month through the payroll. She ceased working elsewhere and worked “more than full time” for the business. She says she worked about 80 hours a week, though this is disputed by Mr Screen. There is no record. However she did her own work for customers (training and behaviour work) and also did a lot (I accept the majority) of the administration/finances for the business. Mr Screen did the dog walking side of the business and maintained the field.

[11]There was no written employment contract and no set hours. The claimant was required to fulfil her bookings, though she could cancel and book them as she saw fit. She had to work around the respondent’s other commitments in respect of use of the field. She also took responsibility for the administrative and finance duties (invoicing, debt collection, answering enquiries). She continued to believe she had a 50% share in the business and as a result worked over and above what she was paid for and did not claim her work expenses. I accept she took on a lot more of the administrative responsibility than Mr Screen.

[12]Although there are no record of her hours it is likely she was not paid the Minimum Wage for the work she did. In November 2020 the Minimum Wage was £8.72 per hour which would give a monthly salary of £1322.53 for someone working a 35 hour week. It then increased each 1st April as follows: April 2021 : £8.91; April 2022 £9.50; April 2023 £10.42 and April 2024 £11.44.

[13]Mr Screen’s view was this was not “traditional” employment but was in the context of their being husband and wife and it was tax efficient to pay both himself and the claimant their tax allowance, and then use dividends as well. At the same time he denies there was an agreement at the outset to make the claimant a share holder or director.

[14]The claimant usually took holidays in December and April (3-4 weeks in total). She simply booked herself out at that time. It was not formally organised or recorded by the respondent. However she did not take holidays between March and June 2024 as she could not afford to lose the income.

[15]The claimant became a director on 1 October 2022 at her insistence, having been told by a customer that she was not showing as a director on Companies House. She still did not understand that she was not a 50% share-holder. Otherwise nothing changed in respect of working time and pay.

[16]She was not a signatory of the business bank account either before or after becoming Director. She was not routinely allowed access to the bank account, for example to check a payment had been received. She did not have a business debit card for company expenses and instead had to request repayment of her expenses from Mr Screen. She did not have access to PayPal and Stripe accounts that were income generating, even though these were used by her clients to make payment. Mr Screen downloaded the information she needed from these accounts so she could do invoices and she did take on responsibility for liaising with the accountant to produce the tax returns, using account information provided by Mr Screen and which were signed off by Mr Screen. Mr Screen was able to put his expenses through the business using the debit card. The claimant could not receive more money than her £1000 salary, even to pay expenses, without Mr Screen’s involvement and his permission for further payments. Mr Screen physically paid the salaries and the accountant ran the payroll.

[17]They may not be relevant but their domestic arrangements were that the mortgage and other bills were in the claimant’s name, their home having been hers before the marriage. Mr Screen paid his salary into her account and the claimant used both of their basic salaries to pay the household bills. At the outset of the arrangement the salaries covered the bills but by the relevant time the outgoings were £2,200 per month and were not covered by the salaries.

[18]Mr Screen drew additional income as he chose and paid for his work expenses via the company account. The claimant did not have access to the account and paid for her expenses herself and then kept a record. She was given additional payments from the business account upon request to Mr Screen. However her expenses exceeded the additional payments and in fact were also used in the tax return to offset payments made to himself by Mr Screen. Whilst the claimant believed she was a 50% shareholder she was happy with this arrangement as she believed she was benefitting from the investment in the company.

[19]The marriage broke down following the claimant’s appointment as a director.

[20]In around June 2023 they discussed financial independence and the claimant managing and invoicing her clients directly (p41 claimant’s Bundle).

[21]On 4 July 2023 the claimant requested a divorce. She told Mr Screen in the same email requesting a divorce that she planned to set up a training company and essentially proposed the company split into two companies working side by side sharing resources and expenses. She wanted personal financial independence; access and visibility of the business bank account so she could check when payments were made; to be able to have a business bank card and to avoid the additional admin in re-claiming expenses paid for personally. There was some acrimony in the email.

[22]Their working relationship rapidly deteriorated alongside their personal relationship. I heard evidence about the breakdown of the personal relationship but as far as is feasible have focused here on the working relationship as this jurisdiction is only concerned with that. Again I emphasize that the claim is against the Ltd company in the employment context, although Mr Screen’s actions are, in the employment context, on behalf of the company.

[23]The claimant began actioning her proposal and working towards separating the companies. From July 2023 she began taking payments for some of her own clients through a new bank account rather than to the business bank account. Other of her client payments continued to go through the respondent’s business account.

[24]The lease for the field rental was due for renewal. It needed to be signed on 1 July 2023 and had been sent to Mr Screen two months earlier. He had not actioned this by 6 July 2023 so the landlord approached the claimant. She did sign it and she also changed the name of the tenant from the company name to her own name as Mr Screen was threatening to deny access to the field. She was happy to share the field once they separated the business.

[25]From July Mr Screen stopped repaying the claimant’s parents back for the loans they had given to the company. On 8 August 2023 the claimant raised the possibility that her parents would seek repayment of the debt.

[26]Around this time the claimant attempted to be able to access the company software accounts, changed passwords and the name on the Paypal account. Mr Screen regards this as attempts to sabotage the business. He also says she took his diary at times. The claimant says it is the work for her clients that was paid via Stripe and Paypal. Wave had been set up by Mr Screen but it was used by the claimant for invoicing and the data within it included 650 entries for her training clients whereas 30 were for Mr Screen. She offered to help him set up another account/access his data. The claimant had managed the booking platform – acuity. She changed the admin details on the account on Acuity but left Mr Screen able to see it.

[27]There were further acrimonious emails to and fro. There were threats and counter threats, both personal and in respect of the business. Sometimes personal accounts were used rather than business email accounts but the subject was the business. The emails included discussion about separating the businesses and sharing the field and maintenance. These included threats to fire the claimant and withhold her salary.

[28]The claimant’s salary had been paid regularly on the 1st or thereabouts each month until 1 August 2023. It was paid slightly late on 4 September 2023.

[29]I listened at Mr Screen’s request to a recording of a discussion between them at home on 4 September 2023. He had recorded this as he was wearing a recording device (a body camera) to record their interactions at that time. I only listened to the highlighted parts and some surrounding parts out of an hour and a half that he recorded. Ms Screen though partially aware of his making recordings of her, was not aware of being recorded for that period of time. It did include the claimant denying she had diverted payments from clients to her own account though she was saying she would like to earn her own money because she wasn’t paid enough to cover the bills. As recorded above this was not true as she had begun diverting payments from some clients. It included Mr Screen shouting, saying she was sacked from the business and at one point telling her to “be quiet”.

[30]Early September 2023 is when the claimant says she found out she was not a shareholder and Mr Screen had set himself up as 100% shareholder. She said in evidence that this left her reeling. She had worked substantial hours a week for 6 years and felt she and her parents had been deceived as she had not been set up as a shareholder but also was not treated like an employee. The business had built up a following, she felt largely on her efforts, of 2000. At this point her goodwill in respect of not claiming all of her expenses (allowing them to be set off against payments to Mr Screen) ended along with her willingness to work for the respondent for a nominal salary.

[31]Communications on 5 September 2023 discuss the fact that the claimant had changed passwords on the software accounts, her need to invoice existing clients directly and mutually agree field usage and shared business expenses. She suggested being made a 50% shareholder up to a certain date whilst they finalised their divorce. She said she would resign if he did not. Mr Screen in turn accused the claimant of taking the business accounts and stealing from the company. He declined to make her a shareholder.

[32]She began paying half of the rent for the field and for the acuity system through the earnings that she had access to. The respondent’s business continued to benefit from payments from some of the claimant’s bookings.

[33]On 6 September 2023 the claimant emailed referring to having been fired (p65 digital file 4). She said her new company would need to take over bookings that were in relation to the services she had provided.

[34]From about this time Mr Screen stopped contributing his salary to the household expenses. He still continued to live there having at some stage obtained a court order to do so.

[35]The acrimonious emails continued. In emails in October 2023 the claimant was proposing to reduce her completion of administrative tasks related to Mr Screen’s work including invoicing his clients and also said that as he had made it clear he had no intention of giving her shareholder status he could hardly expect her to continue to invest the earnings from her clients in the company and work for a nominal salary. She refers to Mr Screen expecting her to leave the business and set up from scratch, that she had set up a new Facebook page, designed a new logo and wrote a letter to clients explaining the changes to the business.

[36]On 12 October 2023 the claimant informed Mr Screen that he would need to work with the accountant to do the tax return as he was not giving her access to be able to do the work she usually did towards this.

[37]The claimant’s salary was paid on 30 October 2023 in October but on 2 November 2023 in November. It was paid but late in December 2023. Messages in December 2023 from the respondent discussed the claimant would need to take on half the liability if they split and would need to reimburse for the funds redirected since July.

[38]On 4 January 2024 the claimant asked when salary would be paid along with the contribution to household expenses. He replied “whenever you stop stealing from the company”. On 11 January 2024 the claimant requested repayment of her expenses from March 2022 to April 2023. Previously she would have offset these against Mr Screen’s drawings from the business. The breakdown shows this included payment of a substantial corporation tax bill.

[39]Salary in January and February was paid but late. On 6 February 2024 Mr Screen instructed the accountant to stop salary payments to the claimant and himself.

[40]The claimant continued to take payments to a separate account from some clients as set out in an email dated 7 February 2024 p 55. She offered to provide payment information and said the account would be included in the tax return.

[41]Mr Screen responded on 8 February 2024 saying “…you’re not entitled to invoice Waggy Walks customers to your own account…” He said she had had ample opportunity to restore the funds she had taken without consent in order for them to come to an amicable arrangement. He accused her of a number of disruptive actions towards the business (page 34 digital file 4). He said she had attempted to blackmail him into giving her 50% shares in the company and that the directorship was only given under threat. He said…”your” income as you described it, is turnover generated by and for Waggy Walks. For which you received a salary…you are not entitled to use Waggy Walks facilities for income that you’re taking for yourself.”

[42]The claimant communicated by a solicitor’s letter on 28 March 2024.

[43]Undated text messages record Mr Screen of messaging the claimant to say “your only a director by way of delay. Your only employed by way of delay. You’ve denied me access to the equipment I require to sack you…resignation would be preferred but one of those two options is all you’ve left us” (p56 c’s bundle). He accepts he did ask her to resign.

[44]On 8 June 2024 the claimant, in the context of the divorce, said she would like to arrange a split of the field usage with two different rental contracts. She offered to share the maintenance. She proposed this begin 1 July 2024.

[45]On 11 June 2024 Mr Screen responded to say he had offered similar in around September 2023. He said she now had to repatriate funds “stolen” between July 2023 and January 2024. He said he needed her to leave the company as a director and the field and completely disassociate from the business. He said she could hire the field in the future but he was not happy with this and he preferred she went somewhere else. He made a number of personal accusations but also accused the claimant of lying and stealing from the company. He ended saying “send me your resignation and I won’t pursue you for the consequences and expenses of the above” (electronic page 32 of digital file 4)

[46]The claimant responded mostly in respect of the divorce but including that she would not be submitting her resignation (electronic 29 digital file 4).

[47]On 13 June 2024 there is an email between the two about whether the claimant can post on his Facebook page, which is the Waggy Walks Facebook page. He invited the claimant to advertise on that page. The claimant had set up a new Facebook page in relation to her work (electronic page 28 digital file 4).

[48]She did resign on 14 June 2024. In the cover letter she said she would continue to use the premises. She had renewed the lease in her own name and made payments towards it. She said she hoped that they could come to a reasonable agreement for the shared use of the field.

[49]In the hearing Mr Screen accepted he had pushed for the resignation “under threat of police action”.

[50]He responded that he was happy to reach an agreement on the shared field usage. He continued to refer to her “theft from the company” between August 2023 and January 2023.

[51]She did continue her new training business with the respondent’s agreement and accepts that from July 2024 she was drawing down more than her salary with the Respondent. She says this is because she had to because his payments to household bills had stopped.

[52]Although there is some evidence Mr Screen resisted it the claimant accounted for the income from clients to her new bank account in the information she provided for the respondent’s tax return for that year (p64). She calculated that it almost completely covered her expenses (p54) with a small expenses balance outstanding.

Relevant law

[53]There is an exclusion to the right to the Minimum Wage in respect of a member of the employer’s family who resides in the employer’s family home and participates in the running of the family business (regulation 58 National Minimum Wage Regulations 2015). HMRC guidance on this states “A limited company is a legal entity in its own right and cannot be considered to have a family, to be a member of a family or to own a family home.” https://www.gov.uk/hmrc-internal-manuals/national-minimum-wagemanual/nmwm05160.

[54]Where a director is paid as an office-holder they are not entitled to the Minimum Wage but a director who is also an employee has the same entitlement to the Minimum Wage as any other employee (https://www.gov.uk/hmrc-internalmanuals/national-minimum-wage-manual/nmwm05140).

[55]An employee is someone who works for another under a contract of employment. The tribunal has to consider all the factual circumstances and look at the picture as a whole to make a qualitative assessment of whether there was a contract of employment (Hall (Inspector of Taxes) v Lorimer

1994 ICR 218

, CA). It is not a check box exercise. However the following conditions point toward a contract of employment:55.1 the individual agrees to provide their own work and skill in service for the employer in return for a wage or other renumeration;

55.2 the individual agrees (expressly or impliedly) that in the performance of that work she will be subject to sufficient control to make the other the employer. This does not have to be everyday control as long as the employer has ultimate control over what she does;

55.3 the other provisions of the contract are consistent with it being an employment contract (Ready Mixed Concrete (South East) Ltd v Minister of Pensions and National Insurance

1968 1 All ER 433

, QBD).

[56]The matters in paragraph54.1 and

54.2 have become known as the irreducible minimum required for an employment contract.

[57]A worker is defined in statute (for example s230 Employment Rights Act 1996) as someone who works under a contract, express or implied, oral or in writing, whereby the individual undertakes to do or perform personally any work or services for another party to the contract, whose status under that contract is not a client or customer of the individual’s own business.

[58]A company director can be both an office-holder and an employee or worker provided the relevant tests are met.

[59]I noted the case of Secretary of State for Business, Enterprise and Regulatory Reform v Neufeld and another case

2009 ICR 1183

, CA, in which the Court of Appeal stated the following are not normally of special relevance and should be ignored: “[a] controlling shareholding in the company, share capital invested … in the company, loans made by [the individual] to the company, [the individual’s} personal investment in the company and… other actions that an owner of business would commonly do on its behalf”. I also noted Secretary of State for Business, Innovation and Skills v Knight

2014 IRLR 605

, EAT where a choice by an office-holder not to enforce their contractual right to pay did not prevent the tribunal concluding that they were an employee.

[60]S13 Employment Rights Act 1996 provides that an employer shall not make deductions from wages from an employee unless it is authorised by statute, a term in a written contract or is otherwise agreed to in writing by the claimant prior to any alleged conduct of the employee that is the reason for the deduction being made.

[61]S95 Employment Rights Act 1996 provides that an employee is dismissed by her employer if the contract is terminated by the employer or if the employee terminates the contract in circumstances in which she is entitled to terminate it without notice by reason of the employer’s conduct.

[62]S25 (3) says that when ordering the employer to repay the employee the tribunal should not order any amount which it appears the employer has already paid or repaid.

[63]If an employer forces a resignation that will still be a dismissal. It is necessary to consider the actions of the employer and employee at the time when the contract of employment is terminate and ask “who really terminated the contract of employment?” (Martin v Glynwed Distribution Ltd

1983 ICR 511

, CA).

[64]The law in relation to ordinary unfair dismissal is contained in section 98 of the Employment Rights Act 1996. Section 98 provides:(1) In determining for the purposes of this Part whether the dismissal of an employee is fair or unfair, it is for the employer to show- (a) the reason (or, if more than one, the principal reason) for the dismissal, and (b) that it is either a reason falling within subsection (2) or some other substantial reason of a kind such as to justify the dismissal of an employee holding the position which the employee held.

(2) A reason falls within this subsection if it- (a) relates to the capability or qualifications of the employee for performing work of the kind which he was employed by the employer to do, (b) relates to the conduct of the employee, (c) is that the employee was redundant, or (d) is that the employee could not continue to work in the position which he held without contravention (either on his part or on that of his employer) of a duty or restriction imposed by or under an enactment. (3). . . (4) Where the employer has fulfilled the requirements of subsection (1), the determination of the question whether the dismissal is fair or unfair (having regard to the reason shown by the employer)- (a) depends on whether in the circumstances (including the size and administrative resources of the employer’s undertaking) the employer acted reasonably or unreasonably in treating it as a sufficient reason for dismissing the employee, and (b) shall be determined in accordance with equity and the substantial merits of the case.

[65]In considering reasonableness in cases of dismissal for suspected misconduct the relevant test is that set out in British Home Stores Ltd v Burchell

1978 IRLR 379

, namely whether the employer had a genuine belief in the employee's guilt, held on reasonable grounds after carrying out as much investigation into the matter as was reasonable in all the circumstances of the case.

[66]In applying section 98(4) the Tribunal are not to substitute their own view for that of the employer. The question is whether the employer’s decision to dismiss fell within the range of reasonable responses open to the employer, or whether it was a decision that no reasonable employer could have made in the circumstances. The range of reasonable responses test 67. applies as much to the investigation as to the substantive decision to dismiss Sainsbury's Supermarkets Ltd v Hitt

[2003] IRLR 23

. Conclusions Was the claimant an employee or a worker of the respondent?

Conclusions

[68]The claimant did initially work unpaid for the respondent from 2018- to November 2020 though I accept her evidence that was because of her understanding that she was joint-owner with the same status as Mr Screen (i.e. Director and Share-holder). I find that it was the agreement between them that they were setting up a business together even if they did not expressly use terminology like director and share-holders at that time. I do not accept the suggestion, if Mr Screen is making it, that she gave all that free support and her parents’ loan just because of their marriage. I find she invested so much because it was agreed it was their joint business and she was investing in the business believing herself to be a co-owner.

[69]From November 2020 she was put on the payroll and paid a salary, the same salary as Mr Screen, he says because that was the tax efficient way they could be paid. The income was below the income tax threshold but was paid through PAYE and NI was paid. The parties did not expressly refer to NI being paid and I was not shown the payslips but the threshold is lower and there is reference in the claimant’s bundle page 60 to a P32 showing an amount due to HMRC in the context of a discussion about January’s wages. The claimant continued to understand she was also a shareholder. She ceased working elsewhere and devoted all her working hours to the business. I accept that these were substantial hours a week. She did take holiday although no record was taken and it cannot be shown that she took her full statutory entitlement.

[70]She supported the business financially by offsetting her expenses against payments Mr Screen took from the company. Her expenses also off set other payments taken from the business. As the business did not pay her enough to cover her outgoings I understand she continued to take loans from family.

[71]She was not paid the minimum wage and has not sought to claim it.

[72]She had a lot of autonomy managing her side of the business. She also did a lot of the administration for Mr Screen. Although Mr Screen did not seem to have exercised day to day control he retained control through retaining sole access to the business account to himself and also the log in details to the various software such that the claimant had to rely on his providing print outs in order to do the invoicing and had to rely on him to provide checks. When she did want to claim expenses she did have to ask Mr Screen.

[73]She did personally invest in the company for example paying the corporation tax bill personally in January 2023, although following the relationship breakdown she sought to reclaim it as expenses. There is a suggestion that she also paid for a mower.

[74]She was made an office-holder but not until 1 October 2022. There was no other significant change made to the arrangement at that time.

[75]Mr Screen has accused the claimant of misconduct and repeatedly referenced firing her but ultimately has not followed any kind of formal disciplinary process. He has referred to the claimant being paid a salary for the work she does.

[76]Taking a step back and looking at the whole picture I consider the claimant was an employee from at least the time she began to be paid a salary (from November 2020). I do not for the purposes of the issues before me have to make a finding about the period when she worked unpaid believing herself to be an owner and shareholder.

[77]The claimant did agree to do the work personally in return for the salary and co-ownership in the business. She had a lot of autonomy but had to consider the respondent’s other work in the timings she used the field. The respondent retained sufficient control in particular over the company’s software that the claimant was reliant on his provision of print outs to do the invoicing and to check receipt of payments. She did begin to take more control to herself in pursuit of the separation into two companies once the relationship was deteriorating and Mr Screen resisted this strongly. He did not consider the exercise of that control to be appropriate without his agreement.

[78]She was not in fact an office-holder at that time (from November 2020) and nothing else changed once she did become an office-holder. She still did not get autonomy in respect of the company bank account and software. She still had to ask to claim expenses.

[79]I do not consider there are matters inconsistent with the contract being an employment contract. The fact that she did not assert the right to the Minimum Wage was because she had been misled into thinking she had shares in the company. Similarly that is why she did not initially claim all of her expenses and allowed them to be offset against money withdrawn by Mr Screen and paid for things like corporation tax and the mower. I note these are not matters that should prevent me finding her an employee when she was an officeholder(paragraph 58 above). I likewise do not consider they should be relevant when she was not an office-holder or shareholder but had been allowed to believe she was.

[80]She was paid through PAYE and paid NI. She took holiday. The language used by Mr Screen like the claimant being “fired” and being paid a salary for her work are consistent with the claimant being an employee. The fact that she was not taken down a disciplinary route is not because she was not an employee but because her actions were in the context of the deteriorating relationship (this is what Mr Screen argued was the reason), the acknowledged need to separate businesses and the fact Mr Screen instead retaliated in a different way by eventually withholding the salary. I note she had no power herself to stop the salary deductions. Unlawful deduction of wages Were the wages paid to the claimant from March to 13 June 2024 less than the wages that should have been paid to the claimant?

[81]It is agreed that the claimant’s salary was stopped from February 2024. Although the parties mentioned firing and resigning at various stages prior, the parties are also in agreement that the relationship actually ended with the claimant’s written resignation on 14 June 2024.

[82]There was no written term justifying making deductions from the wages. I did consider that the payments that the claimant diverted could potentially be regarded as payments towards the wages that were due however I accept that these covered the expenses as set out on page 64. I note these included a payment of corporation tax and also that the claimant took on payment for some of the field rent and other expenses as she worked to separate the businesses.

[83]I considered whether therefore £3,415.39 (£1000 per month from 1 March 2024 until 13 June 2024) should be awarded to the claimant. However, as the claimant was entitled to the Minimum Wage I have decided to list a remedy hearing to hear from the parties on the issue of whether or not the award should be at the rate of the Minimum Wage and if so, what the relevant hours of work were over that period. I acknowledge the claimant did not ask for the Minimum Wage but am concerned that the tribunal should not, without question, simply follow an arrangement where the claimant was not paid her statutory entitlement because she wrongly thought she had a share in the business. Unfair dismissal Was the claimant dismissed?

[84]The reality is that the parties were, with some acrimony, heading towards separating the business into two. If that had come to fruition on an agreed date it would not have been a dismissal. However the respondent had referred to there needing to be a dismissal or a resignation, preferably the latter, and accepted in the hearing that he pushed for the resignation “under threat of police action” and that is evident in the email on 11 June 2024 sent 3 days before the claimant’s resignation. When the claimant resigned he responded “thank you I appreciate it” and referred again to the threat to involve police. In those circumstances I find it was the respondent who effectively brought the relationship to an end on the day it did and therefore dismissed the claimant. If the claimant was dismissed, what was the reason or principal reason for dismissal?

[85]He has said the reason was the claimant’s conduct in taking client payments from the company and acting against the company’s interests. However he had known of the claimant’s desire for financial independence and moves to separate and become an independent company for a year and not taken disciplinary action. In my view the principal reason for the dismissal was for Mr Screen to retain control and power in what he considered to be his business as the business and personal relationship broke down. Was it a potentially fair reason?

[86]Breakdown in working relationships can be some other substantial reason to justify dismissal and therefore a potentially fair reason. Did the respondent act reasonably or unreasonably in all the circumstances, including the respondent’s size and administrative resources, in treating that reason as a sufficient reason to dismiss the claimant? The Tribunal’s determination whether the dismissal was fair or unfair must be in accordance with equity and the substantial merits of the case.

[87]There is no dispute between the parties that the relationship needed to end for the parties to move on. Both sides were manoeuvering against each other to protect their interests at times. However on 8th June the claimant had proposed a way they could both move on and proposed the date of 1 July 2024. In my view it was unreasonable to push for the relationship to end on his terms with no agreement rather than work constructively to reach an agreement in respect of the field and enable the working relationship to come to an agreed end on 1 July 2024 or shortly after. Remedy for unfair dismissal If there is a compensatory award, how much should it be? The Tribunal will decide: What financial losses has the dismissal caused the claimant? Has the claimant taken reasonable steps to replace their lost earnings, for example by looking for another job? If not, for what period of loss should the claimant be compensated? Is there a chance that the claimant would have been fairly dismissed anyway if a fair procedure had been followed, or for some other reason? If so, should the claimant’s compensation be reduced? By how much? Did the ACAS Code of Practice on Disciplinary and Grievance Procedures apply? Did the respondent or the claimant unreasonably fail to comply with it? If so is it just and equitable to increase or decrease any award payable to the claimant? By what proportion, up to 25%? If the claimant was unfairly dismissed, did they cause or contribute to dismissal by blameworthy conduct? If so, would it be just and equitable to reduce the claimant’s compensatory award? By what proportion? Does the statutory cap apply?

[88]The claimant mitigated her losses swiftly by completing the separation of the businesses. From 1 July 2024 she was drawing a higher salary than the respondent had paid her (although that is not calculating the salary at the respondent on the basis of the Minimum Wage she was entitled to). She says this is because Mr Screen continued not to contribute to the household. However applying the principles in respect of unfair dismissal if she was paying herself more than she had earned before she had mitigated her loss. The fact that Mr Screen was not contributing to the household falls outside this jurisdiction.

[89]I also note that, had Mr Screen reacted more reasonably, the employment relationship is likely to have come to an end by 1 July 2024 or shortly after in any event.

[90]Nevertheless I consider a remedy hearing is necessary as I need to decide what rate of pay the losses should be calculated on, again giving consideration to whether the Minimum Wage should be taken into account.

[91]I have considered whether the claimant herself should be considered to have contributed to the dismissal by the actions she took in relation to diverting client payments, putting the lease for the field in her own name, changing the log-in details in respect of the software and refusing to continue to do some of the work she had previously been doing such as invoicing for Mr Screen. I note that she was also party to acrimony in the relationship, as she accepts.

[92]On the other hand Mr Screen did not ultimately go down a misconduct route. More importantly the claimant was seeking to implement the separation and was, at least at times, seeking to do so in an equitable manner. Once she found out the employment had been on the false premise that she had 50% shares when she in fact did not, then her behaviour was seeking to remove herself from what was otherwise a very vulnerable position (working many hours for a nominal salary of £1000 per month without the agreed shares in the business and potentially without the reimbursement of her expenses, and ultimately without the salary as payments were stopped). Indeed the work she did in getting herself out of the situation has likely contributed to her swift mitigation of loss. Had she not started the groundwork for the separation of the two sides of the business as early as she did she might have been left without an income until she could rebuild a business from scratch.

[93]I did not hear from the parties as to whether there should be a deduction due to contribution to the dismissal and this will also be addressed at the remedy hearing. What basic award is payable to the claimant, if any? Would it be just and equitable to reduce the basic award because of any conduct of the claimant before the dismissal? If so, to what extent?

[94]This will be calculated at the remedy hearing. Again the tribunal will need to consider whether the basic award should be calculated on the basis of the minimum wage. For this calculation it is necessary to consider how long the employment was and whether the period prior to November 2020 counts. The question of a discount for conduct prior to the dismissal is wider here than above, and will also be considered at the remedy hearing. Wrongful dismissal What was the claimant’s entitlement to notice? Did she receive it?

[95]The claimant’s notice entitlement was one week per year of service. She did not receive it, but had mitigated her loss by 1 July 2024 which would have been within the notice period whatever her length of service should be. This award overlaps with the unfair dismissal compensatory award and should not be awarded twice. Holiday pay What was the leave year? How much leave had the claimant accrued? How much had she taken? Can the claimant claim accrued but untaken annual leave from November 2020?

[96]In the absence of a written contract the claimant’s leave year runs from the anniversary of her start date. For this purpose I have taken it to be 1 November 2020, unless the parties persuade me otherwise at the remedy hearing. The claimant tended to take holiday in December. I have evidence of the closure around Christmas 2021 which was for 10 calendar days, from 23rd December to 1st January. In the absence of precise evidence the claimant is likely to have taken a similar period in 2023-2024. This was likely 1 week and 1 day of working days. The claimant’s accrued leave in the leave year in which she was dismissed was 17.5 (227/365 x 28) minus the 6 she had taken giving 11.5. Again I will need to hear from the parties as to whether this should be based on the Minimum Wage. Written terms and conditions

[97]As there were no written terms and conditions of the employment when these proceedings began I am obliged to consider whether to award an uplift of 2-4 weeks gross pay, unless there are exceptional circumstances which would make that unjust or inequitable. I will consider the parties views on this at the remedy hearing. Expenses

[98]The claimant raised non-payment of expenses in her witness statement which was not in her claim. I did hear evidence about the expenses but there was no decision that the claim be amended to include this as a separate claim. What I do note is that the claimant was deliberately forgoing much of her expenses repayments until she discovered that she was not a 50% shareholder. For the tax year in which she discovered this fact she did off set her expenses against the earnings that she diverted to her own account. There was a small outstanding balance. The new financial year was just a couple of months in when the employment terminated. The claimant has not produced the receipts to support the claim for any outstanding amount. In these circumstances I have not considered the expenses claim. Approved by Employment Judge Date: 13 June 2025 Public access to Employment Tribunal Judgments All judgments and written reasons for the judgments are published online shortly after a copy has been sent to the Claimant(s) and Respondent(s) in a case. They can be found at: www.gov.uk/employmenttribunal-decisions. Recording and Transcription Please note that if a Tribunal hearing has been recorded you may request a transcript of the recording, for which a charge may be payable. If a transcript is produced it will not include any oral judgment or reasons given at the hearing. The transcript will not be checked, approved or verified by a judge. There is more information in the joint Presidential Practice Direction on the Recording and Transcription of Hearings, and accompanying Guidance, which can be found here: https://www.judiciary.uk/guidance-and-resources/employment-rules-and-legislation-practicedirections/ REMEDY JUDGMENT

Conclusions

[1]Both sides agreed that the awards should be based on the Minimum Wage (£10.42 prior to 1 April 2024 and £11.44 after that date).

[2]Following the finding that the claimant’s claim for unlawful deduction of wages is well-founded the respondent is ordered to pay the claimant £4,788.13 gross (subject to appropriate deductions for tax and National Insurance) for the period 1 March 2024 until 14 June 2024.

[3]Following the finding that the claimant was unfairly dismissed by the respondent she is awarded £2,788.67. This is the basic award of £2388.67 (4.5 x £663.52 reduced by 20% contribution) and compensatory award limited CASE NUMBER: 6003865/2024 to loss of statutory rights of £500, reduced by 20% contribution. Recoupment does not apply to this award.

[4]Following the finding that she was wrongfully dismissed by the respondent the claimant is awarded 2 weeks’ and 1 day net pay of £863.03 (£1167.11 (2.14 x £545.38)- £304.08).

[5]The respondent is ordered to pay the claimant’s accrued holiday pay of £1,091.95 subject to the appropriate deductions for tax and National Insurance).

[6]The claimant is awarded an uplift of £2,654.08 (4 weeks’ pay of £663.52) due to the failure to provide written employment particulars.

[7]The total to be paid by the respondent to the claimant is £12,185.83. Approved by Employment Judge Corrigan 23 December 2025 Public access to Employment Tribunal Judgments All judgments and written reasons for the judgments are published online shortly after a copy has been sent to the Claimant(s) and Respondent(s) in a case. They can be found at: www.gov.uk/employmenttribunal-decisions. Recording and Transcription Please note that if a Tribunal hearing has been recorded you may request a transcript of the recording, for which a charge may be payable. If a transcript is produced it will not include any oral judgment or reasons given at the hearing. The transcript will not be checked, approved or verified by a judge. There is more information in the joint Presidential Practice Direction on the Recording and Transcription of Hearings, and accompanying Guidance, which can be found here: https://www.judiciary.uk/guidance-and-resources/employment-rules-and-legislation-practicedirections/