QUESTION 1:

The Directors of Quick Ltd called an AGM. The meeting was scheduled for December 1, 2020 and the notices were sent out November 17, 2020. All but one member (Ms. Brown) received the notice and all those who received the notice attended the meeting on December 1. It was discovered that the one member who did not receive the notice, Ms. Brown, had incorrectly given her address as 100 Shady Drive instead of 10 Shady Drive and hence the notice never arrived at her address. The notice of the meeting had stated that the company was resolving to sell a piece of land valued at $5M. When the members arrived at the meeting, it was found out that the Directors were to get a commission of 10% on the sale but this was not stated in the resolution that accompanied the notice. The majority of members voted in favour of the resolution, nonetheless. Ms. Brown owns some preference shares in Quick Ltd and a meeting of preference shareholders was called to pass a resolution concerning the shares. The quorum for the meeting is five members and the articles provide that the quorum "MUST be present at the commencement of business." At the beginning of the meeting, there were seven members but after some heated discussions about the resolution, after it was put to the vote, three members were angry and left before the resolution was actually voted on. Out of the remaining four, three voted in favour of the resolution but Ms. Brown voted against it. The resolution was moved forward as passed. Ms. Brown along with two other members wish to challenge the decision at the AGM and Ms. Brown wishes to challenge the decision at the meeting of preference shareholders. She wants to know all the issues to be contend with for each meeting, and what would be the likely outcome of the challenge of each meeting, given the Case Law and relevant Statute. Required Using relevant Case Law and ,Statute and the headings of ISSUE, RULE, APPLICATION/ ANALYSIS and CONCLUSION (The IRAC Method) , advise them. (25 marks)