commercial law

The client and issues: Metrix Pty Ltd (Metrix) is a large private company established in 1976 by Mario Le Mesurier and Stephen Adam. The two were carpenters and built up the company to be the preeminent home building company in Australia. The company focuses only on building residential homes. They do not build commercial buildings. The company has the following directors and senior officers: Mario Le Mesurier Chairperson Stephen Adam: Managing director Li Ma: Chief Financial Officer Suren Chandra: Construction director Victoria Moser: Design director Joshua Leong: Purchasing director Ali Ahmed: Senior safety and welfare manager Kathy Di Mella: Senior architect Mario, Stephen and Li have asked for the meeting because they have the following issues, they would like advice on.

Issue 2: The company has its own constitution (previously called the memorandum and articles of association). In the constitution it stated that the A class preference shareholders were entitled to a dividend of 6.5% each year. The directors would like to reduce this rate to 2.25% given the current financial position of the company and propose replacing the existing rule with a new rule reducing the dividend to 2.25%. Issue they seek advice on: 1. Can the A class preference shareholders prevent the company from changing rule in the constitution to reduce the dividend rate?