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 a shareholder who wishes to appoint a proxy to represent her at the Annual General Meeting
(AGM) because she cannot attend due to an emergency. The Companies Act 71 of 2008 allows
shareholders to appoint proxies to represent them at meetings, including voting on resolutions.
However, Strada (Pty) Ltd’s Memorandum of Incorporation (MOI) contains a provision in Clause 10.3,
which requires that the proxy appointment must be submitted 48 hours before the AGM.
The Companies Act permits the company’s MOI to specify the time frame for the submission of proxy
forms, and if the MOI requires 48 hours notice, this condition must be complied with by the shareholder.
Since Busi has only two hours before the meeting to submit her proxy, this would not meet the 48-hour
requirement set out in the MOI, and as a result, the proxy appointment would not be valid if submitted
after the stipulated time.
However, Busi might request the company to make an exception to this rule, but this would be at the
discretion of Strada (Pty) Ltd and is not guaranteed under the Companies Act. If Strada allows the
exception, Busi’s proxy would be accepted, but in the absence of such flexibility, Busi will not be able to
validly appoint a proxy.
Is Clause 10.3 of the MOI a Valid Clause?
Under Section 57(4) of the Companies Act, a company’s MOI is entitled to specify reasonable
requirements for the submission of proxies. A requirement for proxies to be submitted 48 hours before
the meeting is a reasonable and valid stipulation because it gives the company sufficient time to verify
Disclaimer:
proxy appointments and ensure the smooth running of the meeting. In this context, the 48-hour
The materials
deadline set byprovided
Clauseare intended
10.3 for educational
of Strada’s andand
MOI is valid informational purposes only. They should not be
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.
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 a shareholder who wishes to appoint a proxy to represent her at the Annual General Meeting
(AGM) because she cannot attend due to an emergency. The Companies Act 71 of 2008 allows
shareholders to appoint proxies to represent them at meetings, including voting on resolutions.
However, Strada (Pty) Ltd’s Memorandum of Incorporation (MOI) contains a provision in Clause 10.3,
which requires that the proxy appointment must be submitted 48 hours before the AGM.
The Companies Act permits the company’s MOI to specify the time frame for the submission of proxy
forms, and if the MOI requires 48 hours notice, this condition must be complied with by the shareholder.
Since Busi has only two hours before the meeting to submit her proxy, this would not meet the 48-hour
requirement set out in the MOI, and as a result, the proxy appointment would not be valid if submitted
after the stipulated time.
However, Busi might request the company to make an exception to this rule, but this would be at the
discretion of Strada (Pty) Ltd and is not guaranteed under the Companies Act. If Strada allows the
exception, Busi’s proxy would be accepted, but in the absence of such flexibility, Busi will not be able to
validly appoint a proxy.
Is Clause 10.3 of the MOI a Valid Clause?
Under Section 57(4) of the Companies Act, a company’s MOI is entitled to specify reasonable
requirements for the submission of proxies. A requirement for proxies to be submitted 48 hours before
the meeting is a reasonable and valid stipulation because it gives the company sufficient time to verify
Disclaimer:
proxy appointments and ensure the smooth running of the meeting. In this context, the 48-hour
The materials
deadline set byprovided
Clauseare intended
10.3 for educational
of Strada’s andand
MOI is valid informational purposes only. They should not be
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.
