LML4806
ASSIGNMENT 1 (SEMESTER 1)..
DUE DATE: March 2025..
PREVIEW:
QUESTION 1
Can Busi Validly Appoint a Proxy to Attend the AGM and Express Her Views?
Busi is looking to appoint a proxy to represent her at the Annual General Meeting (AGM), given that she
cannot attend due to an emergency. The Companies Act 71 of 2008 allows shareholders to appoint
proxies to attend meetings and vote on their behalf. However, the Memorandum of Incorporation (MOI)
of Strada (Pty) Ltd imposes a specific 48-hour deadline for submitting proxy appointments before the
AGM.
According to Section 57(4) of the Companies Act, the company’s MOI can stipulate the time frame within
which proxies must be submitted. If the MOI states that proxy appointments must be submitted 48 hours
before the meeting, then Busi must comply with this requirement for the proxy to be valid. Since Busi
only has two hours before the meeting to submit her proxy, she will not be able to meet this
requirement, making the proxy appointment invalid if done after the 48-hour deadline.
However, in theory, Busi could request the company’s board to make an exception to the 48-hour rule,
but this would be at the discretion of the company. The Companies Act allows for such flexibility, but
there is no indication in the facts provided that the company would allow such an exception.
Is Clause 10.3 of the MOI a Valid Clause?
The provision in Clause 10.3, which requires proxies to be submitted 48 hours before the meeting, is
valid under Section 57(4) of the Companies Act. The Act permits companies to impose reasonable
requirements for the submission of proxy appointments, and a 48-hour requirement is considered
reasonable.
Disclaimer: The purpose of this rule is likely to provide the company with adequate time to verify the
legitimacy ofprovided
The materials proxies are
andintended
prepareforfor the meeting,
educational and this ispurposes
and informational in line with the principles
only. They should not be of good
governance.
submitted as original work or used in violation of any academic institution's policies. The buyer is solely
responsible for how the materials are used.
Since the clause is within the company’s discretion to implement and aligns with the general provisions
of the Companies Act, it is legally enforceable, and shareholders are expected to comply with it.
Therefore, Clause 10.3 is a valid
ASSIGNMENT 1 (SEMESTER 1)..
DUE DATE: March 2025..
PREVIEW:
QUESTION 1
Can Busi Validly Appoint a Proxy to Attend the AGM and Express Her Views?
Busi is looking to appoint a proxy to represent her at the Annual General Meeting (AGM), given that she
cannot attend due to an emergency. The Companies Act 71 of 2008 allows shareholders to appoint
proxies to attend meetings and vote on their behalf. However, the Memorandum of Incorporation (MOI)
of Strada (Pty) Ltd imposes a specific 48-hour deadline for submitting proxy appointments before the
AGM.
According to Section 57(4) of the Companies Act, the company’s MOI can stipulate the time frame within
which proxies must be submitted. If the MOI states that proxy appointments must be submitted 48 hours
before the meeting, then Busi must comply with this requirement for the proxy to be valid. Since Busi
only has two hours before the meeting to submit her proxy, she will not be able to meet this
requirement, making the proxy appointment invalid if done after the 48-hour deadline.
However, in theory, Busi could request the company’s board to make an exception to the 48-hour rule,
but this would be at the discretion of the company. The Companies Act allows for such flexibility, but
there is no indication in the facts provided that the company would allow such an exception.
Is Clause 10.3 of the MOI a Valid Clause?
The provision in Clause 10.3, which requires proxies to be submitted 48 hours before the meeting, is
valid under Section 57(4) of the Companies Act. The Act permits companies to impose reasonable
requirements for the submission of proxy appointments, and a 48-hour requirement is considered
reasonable.
Disclaimer: The purpose of this rule is likely to provide the company with adequate time to verify the
legitimacy ofprovided
The materials proxies are
andintended
prepareforfor the meeting,
educational and this ispurposes
and informational in line with the principles
only. They should not be of good
governance.
submitted as original work or used in violation of any academic institution's policies. The buyer is solely
responsible for how the materials are used.
Since the clause is within the company’s discretion to implement and aligns with the general provisions
of the Companies Act, it is legally enforceable, and shareholders are expected to comply with it.
Therefore, Clause 10.3 is a valid
