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The Articles of Association of Fambidzanai (Pvt) Ltd provide that the company may by special resolution alter or add to its articles and any alteration

The Articles of Association of Fambidzanai (Pvt) Ltd provide that the company may by special resolution alter or add to its articles and any alteration or addition so made in the articles shall be as valid as if originally contained therein, and be subject in like manner to alteration by special resolution. The articles further authorise the variation of the rights attached to any class of shares in the company in line with S143.

Fambidzanai (Pvt) Ltd holds a general meeting at which a resolution was passed for the variation of some rights attaching to preference shares. The resolution was passed by a majority of 65%.

John is a holder of preference shares and had voted against the variation of rights attaching to those shares. He comes to you for advice on the matter.

REQUIRED: Discuss with him the legal issues raised in this matter.

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