Question
A private limited company was incorporated in 2018 to run a business to buy and sell antiques. It has two directors - a managing director
A private limited company was incorporated in 2018 to run a business to buy and sell antiques. It has two directors - a managing director who deals with the management of the business and finance decisions, and a marketing director who is only responsible for advertising campaigns. The company adopted the standard Model Articles with an amendment to require shareholder approval to permit individual directors to enter into transactions over 20,000. Yesterday, the marketing director entered into a contract and signed it "as marketing director on behalf of the company" to purchase antiques from a supplier for 22,000. They did not obtain shareholder approval. This is the first time the company has dealt with, and entered a contract with, this supplier. The company seeks your advice as to whether it is bound by the contract. What is the best advice for the company?
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