LML4806
Assignment 2 (COMPLETE ANSWERS)
Semester 1 2025
, ACTIVITIES
Question: You are approached by Zelda, the chairperson of the board of directors of TMT Ltd for
legal advice. She informs you that TMT Ltd will be holding its annual general meeting (AGM) in
person next month. She further informs you that some of the company’s shareholders and their
proxies have indicated that they will not be able to attend the AGM in person at the time it is to be
held, although they would want to participate at the AGM and to vote on the resolutions that will be
tabled for shareholder vote. Question: i Mashudu and Peter are the only directors of Star Engineering
(Pty) Ltd. Peter was appointed as an executive director of Star Engineering (Pty) Ltd two years ago
under a five-year contract of employment with the company. Mashudu is concerned that for the past
two financial years Peter has been failing to ensure the timely preparation and submission of the
company's annual financial statements, and that Peter omitted to sign the annual financial statements
for the previous financial year as the authorised director, as required. Mashudu approaches you for
legal advice regarding the removal of a company director. Advise Mashudu on the following matters:
1.1 Whether there is any valid basis to remove Peter as a director of Star Engineering (Pty) Ltd. 1.2
The procedure that must be followed and the rights that Peter has in terms of the Companies Act 7i
of zoo8 should Mashudu decide that he (Peter) must be removed as a director of Star Engineering
(Pty) Ltd. (12) Question: z Springbok Finance (Pty) Ltd is one of the creditors of Falcon Airlines Ltd.
The board of directors of Falcon Airlines Ltd passed a resolution placing Falcon Airlines Ltd in
voluntary business rescue and appointed Ntando as the business rescue practitioner. Springbok
Finance (Pty) Ltd believes that Falcon Airlines Ltd can be successfully rescued. However, Springbok
Finance (Pty) Ltd is 2 Springbok Finance (Pty) Ltd is one of the creditors of Falcon Airlines Ltd. The
board of directors of Falcon Airlines Ltd passed a resolution placing Falcon Airlines Ltd in voluntary
business rescue and appointed Ntando as the business rescue practitioner. Springbok Finance (Pty)
Ltd believes that Falcon Airlines Ltd can be successfully rescued. However, Springbok Finance (Pty)
Ltd is PAGE 1 dissatisfied with the way Ntando is performing his duties as the business rescue
practitioner as he has failed to implement the approved business rescue plan. Ntando has also not
been preparing and submitting the required monthly reports even though the business rescue
proceedings have lasted longer than three months. Springbok Finance (Pty) Ltd wants to appoint
Andile, an experienced business rescue practitioner in the airline industry, to replace Ntando as the
business rescue practitioner of Falcon Airlines Ltd. Explain whether there are grounds to remove
Ntando as the business rescue practitioner, and if so whether Springbok Finance (Pty) Ltd may
appoint Andile to replace Ntando as the business rescue practitioner of Falcon Airlines Ltd. (5)
Assignment 2 (COMPLETE ANSWERS)
Semester 1 2025
, ACTIVITIES
Question: You are approached by Zelda, the chairperson of the board of directors of TMT Ltd for
legal advice. She informs you that TMT Ltd will be holding its annual general meeting (AGM) in
person next month. She further informs you that some of the company’s shareholders and their
proxies have indicated that they will not be able to attend the AGM in person at the time it is to be
held, although they would want to participate at the AGM and to vote on the resolutions that will be
tabled for shareholder vote. Question: i Mashudu and Peter are the only directors of Star Engineering
(Pty) Ltd. Peter was appointed as an executive director of Star Engineering (Pty) Ltd two years ago
under a five-year contract of employment with the company. Mashudu is concerned that for the past
two financial years Peter has been failing to ensure the timely preparation and submission of the
company's annual financial statements, and that Peter omitted to sign the annual financial statements
for the previous financial year as the authorised director, as required. Mashudu approaches you for
legal advice regarding the removal of a company director. Advise Mashudu on the following matters:
1.1 Whether there is any valid basis to remove Peter as a director of Star Engineering (Pty) Ltd. 1.2
The procedure that must be followed and the rights that Peter has in terms of the Companies Act 7i
of zoo8 should Mashudu decide that he (Peter) must be removed as a director of Star Engineering
(Pty) Ltd. (12) Question: z Springbok Finance (Pty) Ltd is one of the creditors of Falcon Airlines Ltd.
The board of directors of Falcon Airlines Ltd passed a resolution placing Falcon Airlines Ltd in
voluntary business rescue and appointed Ntando as the business rescue practitioner. Springbok
Finance (Pty) Ltd believes that Falcon Airlines Ltd can be successfully rescued. However, Springbok
Finance (Pty) Ltd is 2 Springbok Finance (Pty) Ltd is one of the creditors of Falcon Airlines Ltd. The
board of directors of Falcon Airlines Ltd passed a resolution placing Falcon Airlines Ltd in voluntary
business rescue and appointed Ntando as the business rescue practitioner. Springbok Finance (Pty)
Ltd believes that Falcon Airlines Ltd can be successfully rescued. However, Springbok Finance (Pty)
Ltd is PAGE 1 dissatisfied with the way Ntando is performing his duties as the business rescue
practitioner as he has failed to implement the approved business rescue plan. Ntando has also not
been preparing and submitting the required monthly reports even though the business rescue
proceedings have lasted longer than three months. Springbok Finance (Pty) Ltd wants to appoint
Andile, an experienced business rescue practitioner in the airline industry, to replace Ntando as the
business rescue practitioner of Falcon Airlines Ltd. Explain whether there are grounds to remove
Ntando as the business rescue practitioner, and if so whether Springbok Finance (Pty) Ltd may
appoint Andile to replace Ntando as the business rescue practitioner of Falcon Airlines Ltd. (5)
