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Question 1 Joffrey and Tyrion, the two directors of Queens Landing Pty Ltd, decide to call an extraordinary general meeting of the company's shareholders to

Question 1

Joffrey and Tyrion, the two directors of Queens Landing Pty Ltd, decide to call an extraordinary general meeting of the company's shareholders to discuss a proposal to alter the company's constitution.

Joffrey and Tyrion between them own 70% of the shares in the company. The remaining 30% of the shares are held by a large number of shareholders, including Cersei, who owns 9%. Joffrey and Tyrion send all shareholders a notice of the meeting to take place in 20 days' time. Cersei is away in Winterfell at the time and does not receive it. The meeting is held and the resolution altering the constitution is passed. Cersei is very upset when she discovers what has occurred at the meeting as she would have voted against the proposed alteration.

Advise Cersei of any action she can take. Would your answer be different if Joffrey and Tyrion insert a clause stating that the majority shareholders have the right to compulsorily acquire the shares of anyone holding less than 10% of the company's share capital?

[15 marks]

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