Question
Isabel was the Secretary-Treasurer of Premier Gambling Inc. She contacted Peter, a competitor in online gaming, to determine if he might be interested in the
Isabel was the Secretary-Treasurer of Premier Gambling Inc. She contacted Peter, a competitor in online gaming, to determine if he might be interested in the purchase of Premier Gambling. Peter expressed an interest in the purchase, and Isabel advised Peter that she would arrange to have the sale of the business approved by the shareholders, as required by the corporation's bylaws. Isabel eventually produced a shareholders' resolution authorizing the sale. Later, it was discovered that proper notice of the shareholders' meeting had not been given, and no quorum of shareholders was present at the meeting. The agreement to sell the business was void, because proper shareholder approval had not been given for the sale.
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