LML4806 Semester 01 Assignment 01
Question: 1
The shareholders of Injabulo (Pty) Ltd are scheduled to hold a shareholders’
meeting at 09:00 at the company’s Head Office. Injabulo (Pty) Ltd has 20
shareholders. At 10:00, 11 shareholders are present at the meeting. They are
able to exercise in aggregate 24% of all the voting rights that are entitled to be
exercised in respect of the matters to be decided at the meeting.
Two of the shareholders of the company have indicated to the chairperson that
they will attend the meeting and that they are delayed in traffic due to bad
weather. These two shareholders each hold 2% of the voting rights in Injabulo
(Pty) Ltd.
The chairperson of the board of directors approaches you, as the secretary of
the company, for legal advice on whether the shareholders’ meeting may
proceed. With reference to the Companies Act 71 of 2008, advise the
chairperson of the board of directors and indicate the options available to him
in these circumstances. (15)
In terms of section 64 of the Companies Act,1 a shareholders’ meeting may not begin
until sufficient persons are present at the meeting to exercise in aggregate at least
25% of all the voting rights that are entitled to be exercised in respect of at least one
matter to be decided at the meeting. This is subject to the Memorandum of
Incorporation of the company which may specify a higher or a lower percentage
instead of the 25% requirement. In companies with more than two shareholders, at
least three shareholders are required to be present and the 25% requirement (or a
different requirement if stated in the Memorandum of Incorporation) must also be
satisfied.
1 Companies Act No. 71 of 2008.
Question: 1
The shareholders of Injabulo (Pty) Ltd are scheduled to hold a shareholders’
meeting at 09:00 at the company’s Head Office. Injabulo (Pty) Ltd has 20
shareholders. At 10:00, 11 shareholders are present at the meeting. They are
able to exercise in aggregate 24% of all the voting rights that are entitled to be
exercised in respect of the matters to be decided at the meeting.
Two of the shareholders of the company have indicated to the chairperson that
they will attend the meeting and that they are delayed in traffic due to bad
weather. These two shareholders each hold 2% of the voting rights in Injabulo
(Pty) Ltd.
The chairperson of the board of directors approaches you, as the secretary of
the company, for legal advice on whether the shareholders’ meeting may
proceed. With reference to the Companies Act 71 of 2008, advise the
chairperson of the board of directors and indicate the options available to him
in these circumstances. (15)
In terms of section 64 of the Companies Act,1 a shareholders’ meeting may not begin
until sufficient persons are present at the meeting to exercise in aggregate at least
25% of all the voting rights that are entitled to be exercised in respect of at least one
matter to be decided at the meeting. This is subject to the Memorandum of
Incorporation of the company which may specify a higher or a lower percentage
instead of the 25% requirement. In companies with more than two shareholders, at
least three shareholders are required to be present and the 25% requirement (or a
different requirement if stated in the Memorandum of Incorporation) must also be
satisfied.
1 Companies Act No. 71 of 2008.
