UNIT V- TUTORIAL SHEET 1. The shares of ABC Limited, a private company are held by Ann and Andy Anderson and Bev and Bob Brown. The Andersons who together hold 90% of the company's shares are concerned that the company is in need of further capital but because of family differences, the Andersons are not willing to inject additional funds so long as the Browns are shareholders in the company. They have therefore decided to pass a resolution which will enable the majority acquire compulsorily at full value shares of the minority. Advise Bev and Bob Brown. 2. Discuss the rule in Foss V Harbottle 3. Dave is a minority shareholder in ABC Company Ltd. Andy, Bev and Carol are also major controlling shareholders and in addition, they hold the position of chairman, managing director and nancial director respectively. Dave is aggrieved that: i. The company has just sold 5 acres of land to Bev's cousin at half the price the company paid for it ii. The company has recently engaged Andy's uncle as its marketing director at an annual salary of $5 million. His service contract includes a provision that in the event of his death, his widow shall continue to receive his annual salary by way of pension payment for the rest of her life. Andy's uncle was in very poor health at the time of his appointment. Andy, Bev and Carol do not admit that anything improper has taken place. Advise Dave on the legality of Andy, Bev and Carol's action and whether he can bring an action against them. 4. The articles of association of ABC Ltd. a public company provides inter alia 'At a general meeting of the company, subject to any right or resolutions for the time being attached to any class or classes ofshares. on a show of hand, every member in person shail have one vote' Marvin, a shareholder who was present at a general meeting of the company voted but the directors refused to register his vote in connection with passing of a special resolution. Advise Marvin who wants to compel the directors to register his vote