ANSWER ALL PARTS OF THIS QUESTION
John Wood, Alice Wood and Sam Keay are the directors and shareholders in a successful private limited company called Hope Ltd. Each person holds 5 shares each in the company. The Company’s Articles of Association are in the form of the Model Articles of Association except for the following additional article. (see below).
ADDITIONAL CLAUSE IN ARTICLE:
ENHANCED VOTING RIGHTS FOR DIRECTORS AT GENERAL MEETING
If at any General Meeting a poll is duly demanded on a resolution to remove a director from office, that proposed director’s shares shall count ten votes for each share of which he is the holder
Sam Keay is concerned about being removed from the board by the other shareholders who are a couple.
Hope Ltd also intends to change all the furniture within the office building. Very recently, John is approached by Furniture Direct Ltd, a leading supplier of Furniture and Office Equipment to Hope Ltd and asked if he would like to take on a directorship in addition to his existing one with Hope Ltd. John accepts this opportunity.
Similarly, Wilson Ltd, one of the company’s major clients, failed to pay Hope Ltd for work done. The Board of Directors instructed John to take action to recover payment from Wilson Ltd. John negligently failed to do this.
In addition to this, Hope Ltd’s official designers, Glamour Interiors Ltd, gifted John a luxury car due to the fact that he helped secure them an award of contract with Hope ltd.
With reference to any relevant statute & case law, address the following:
Advise Sam on his concerns regarding his own removal.
Does the statute and the constitution of the Company permit his removal? How would the votes be cast? (Maximum Mark Obtainable – 40)
Advise John on any potential breaches of his duties as a director as well as the consequences of any breach. (Maximum Mark Obtainable – 60)
Assessment Submission Guideline
Assessment three - Coursework
Your coursework MUST be submitted to Turnitin by 11:59am on the 12th May 2021
If the submission is later than 11:59am on the due date, then the late submission penalties apply.
Please ensure that you have read the relevant information in your Programme Handbook BEFORE you submit your coursework. This includes important information on:
How to submit your work via Turnitin;
The policy for unauthorised late submission of work; and
Reassessment
The Programme Handbook is available on Blackboard. Go to: My Communities > Faculty of Business and Law > Programme Handbooks.
Word Limits
The word limit for this assignment is 2,000 words.
Learning outcomes 1, 2, 3, 4 and 5 (see above) must be achieved in respect of these pieces of coursework. A notice will be posted on the Module Blackboard site indicating the date by when the coursework feedback is available.
you MUST indicate at the end of your coursework the total number of words used. You are not allowed to exceed the word limit and if you do so, the coursework mark will be reduced.
For the purposes of the word limit, the following are not included:
The coursework question.
The bibliography.
References (case, book, journal, website, and other references). If you use footnotes,
any information in them (other than references) will be counted.
If you exceed the word limit your coursework mark will be reduced as follows:
Up to and including a 5% overshoot – one mark reduction. Even an overshoot of one or two words will be penalised.
Thereafter, additional one mark reductions for every additional 5% overshoot.
The original mark will not be reduced below 40% and the maximum possible reduction is 10 marks.
E.g. if the coursework has a word limit of 2000 words and you exceed this by 400 words then the penalty will be a reduction of 4 marks – i.e. a mark of 61% will be reduced to 57%.
Any attempt at misrepresenting the number of words submitted amounts to cheating and could incur the relevant penalty for an academic offence. Please remember that the Turnitin report for your coursework will indicate its word count and tutors will randomly check a sample of word counts to ensure that students have correctly stated the number of words used.
Presentation of Coursework
Coursework should be word processed and well-presented. A good example would be to use Arial font size 12 with your margins aligning with the Microsoft Word default/ normal settings (top margin and bottom margins 2.54cm and left and right margins 2.54cm).