Adrian Bereaux was invited by his friend Michael Edwards to purchase 45% of the shares in a company owned by Michael called Spirits Limited. The Articles of Association of the company sets out as its primary objective, the manufacture of local wines and other alcoholic beverages. During the Covid-19 crisis, Michael, a devout Catholic called a meeting of the shareholders and sought to amend the articles to provide for the manufacturing of hand sanitizer due to the acute shortage in Trinidad and Tobago. At the same time, there was a dramatic increase in the market demand for local wines as a result of border controls which prevented the importation of foreign wines. The company for the past two years was barely breaking even and Adrian had not been paid any dividends. The demand for local wines would have seen a dramatic increase in profitability and the possibility of payment of dividends for the first time, to Adrian. On the other hand, while the production of hand sanitizer would have been socially beneficial, it would have resulted in a small loss for Spirits Limited. Adrian is opposing the decision of Michael at the shareholders meeting to amend the Articles of Association, but Michael is so determined to do so.

Please advise Adrian on the basis of shareholders