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removal as a director

removal as a director

Postby jantra » Mon Dec 19, 2016 12:28 pm

me again, Christmas has come a bit too early meaning solicitors are now on shutdown. I've received notice of a board meeting where it is proposed to draft a resolution to remove me as a director. Our SA names me as director and states that as i have more than 10% I can appoint/remove any person, including me. The SHA also states that a director can only be appointed or removed by shareholder consent (90%).

I appreciate the articles may allow for this to happen and there is a conflict. what can be done to stop this (court injunction perhaps) or is this a case of s994 claim / breach of contract etc etc...

this isn't the end of the world as its just another example of exclusion from management which forms part of a wider s994 claim...
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Re: removal as a director

Postby atticus » Mon Dec 19, 2016 1:37 pm

your solicitors may be "on shutdown". My firm is not, nor are any others I know of.

Does your SA say that you may not be removed as a director?

You may seek an injunction. If you think that is the right thing to do.
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Re: removal as a director

Postby atticus » Mon Dec 19, 2016 2:16 pm

NB a director may only be removed by the shareholders (ordinary resolution). It appears that the directors have been requested to call a general meeting.
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