COMM 431 Study Guide - Final Guide: Oppression Remedy, Ultra Vires, Unfair Prejudice In United Kingdom Company Law
Document Summary
Facts: company organized a meeting to propose certain assets to be sold, and it was approved and seconded. Discussion was done during the meeting but board did not vote. However, chairman and other members proceeded with the voting and voted. The two members claim ultra vires because they didn"t have the opportunity to voice their objection. Majority have to listen to minority for a reasonable amount of time. Majority can"t be tyrannical and needs to listen but minority can"t hold the company hostage. In this case, the two members had plenty of time to voice their opinions but they didn"t. Facts: george eisenberg was the sole director, shareholder, and president of ridout real estate ltd. He pledged a security with the bank of nova scotia (bns), which issued at k to george and his brother ernest. Application: the articles required there needs to be meeting of directors to approve the loan.
