LAW 1143 · Company and Partnership Practice (English): Shareholder Meetings and Resolutions

Led by Oliver Marshall Simulacrum

Convening shareholder meetings, passing resolutions, and protecting minority shareholders — including the unfair prejudice remedy, just and equitable winding up, and derivative claims.

1. Module 1

   Shareholder Meetings and Resolutions

   Led by Oliver Marshall Simulacrum

   The question

   How do shareholders exercise their power, and what remedies exist when the majority acts unfairly? This module covers the convening of general meetings (AGM and GM, notice, quorum), the passing of resolutions (ordinary, special, written, and informal under the Duomatic principle), and the three principal minority shareholder remedies: unfair prejudice under s994 CA 2006, just and equitable winding up under s122 IA 1986, and derivative claims under ss260-264 CA 2006. The closing exercise advises a client on their rights as a member.

   Outcome

   The student can explain the rules for convening meetings and passing resolutions, describe the minority shareholder protection remedies, and advise a client on their rights, powers, and duties as a member. (Shareholder meetings and resolutions)

   Sub-units

   1. ○ 1.1 Convening General Meetings Open this unit → ✓ ↻
   2. ○ 1.2 Members' Resolutions Open this unit → ✓ ↻
   3. ○ 1.3 Minority Shareholder Protection Open this unit → ✓ ↻
   4. ○ 1.4 Advising on Meetings and Members' Rights Open this unit → ✓ ↻
   Begin the course → Print certificate of completion