MATTER 2 Suit-up Ltd's board has proposed certain alterations to the company's Memorandum of Incorporation (MOI)....

 

Transcribed Image Text:

MATTER 2 Suit-up Ltd's board has proposed certain alterations to the company's Memorandum of Incorporation (MOI). These proposed alterations include: (i) Allowing a person to be appointed as a director who has been declared delinquent by a court. (ii) Doing away with the percentage difference between an ordinary and a special resolution of shareholders (they proposed that both types of the resolution be supported by 60% of shareholders). (ii) Changing the quorum for a directors meeting to 25% of directors. (iv) Prohibiting board meetings to be conducted by means of electronic communication. (V) Requiring at least a bachelor's degree to be eligible for appointment as a director. 2.1.Discuss whether each of the proposed alterations may be made to the Memorandum of Incorporation (MOI) of Suit-up Ltd. MATTER 3 Suit-up Ltd entered into a contract with Fabrilicious (Pty) Ltd for the supply of highquality fabric. The chief financial officer (CFO) of Suit-up, Lauren Lit, declared at a board meeting that her husband, Louis, is the majority shareholder of Fabrilicious (Pty) Ltd, after which the board, including Lauren Litt, unanimously approved the contract. Lauren then informed the board that she would be solely responsible for executing all transactions relating to the contract on behalf of Suit-up Ltd. 3.1.Discuss your concerns with the contract entered into between Suit-up Ltd and Fabrilicious (Pty) Ltd in terms of the Companies Act. You should also state whether the contract, if not approved in line with the requirements of the Companies Act, may be ratified. MATTER 5 During the financial year under review, one of the directors, Mike Ross, was hospitalised with Covid-19. As such, Harvey Spector, in his capacity as CEo. without delay, removed Mike Ross as director and replaced him with Jessica Pearson. 5.1Discuss your concerns regarding the removal of Mike Ross, and his subsequent replacement by Jessica Pearson, as director of Suit-up Ltd, in terms of the Companies Act. In each case, you should also comment on the legality of the matter. Structure your answer as follows: Removal of Mike Ross (12) Appointment of Jessica Pearson (2) MATTER 2 Suit-up Ltd's board has proposed certain alterations to the company's Memorandum of Incorporation (MOI). These proposed alterations include: (i) Allowing a person to be appointed as a director who has been declared delinquent by a court. (ii) Doing away with the percentage difference between an ordinary and a special resolution of shareholders (they proposed that both types of the resolution be supported by 60% of shareholders). (ii) Changing the quorum for a directors meeting to 25% of directors. (iv) Prohibiting board meetings to be conducted by means of electronic communication. (V) Requiring at least a bachelor's degree to be eligible for appointment as a director. 2.1.Discuss whether each of the proposed alterations may be made to the Memorandum of Incorporation (MOI) of Suit-up Ltd. MATTER 3 Suit-up Ltd entered into a contract with Fabrilicious (Pty) Ltd for the supply of highquality fabric. The chief financial officer (CFO) of Suit-up, Lauren Lit, declared at a board meeting that her husband, Louis, is the majority shareholder of Fabrilicious (Pty) Ltd, after which the board, including Lauren Litt, unanimously approved the contract. Lauren then informed the board that she would be solely responsible for executing all transactions relating to the contract on behalf of Suit-up Ltd. 3.1.Discuss your concerns with the contract entered into between Suit-up Ltd and Fabrilicious (Pty) Ltd in terms of the Companies Act. You should also state whether the contract, if not approved in line with the requirements of the Companies Act, may be ratified. MATTER 5 During the financial year under review, one of the directors, Mike Ross, was hospitalised with Covid-19. As such, Harvey Spector, in his capacity as CEo. without delay, removed Mike Ross as director and replaced him with Jessica Pearson. 5.1Discuss your concerns regarding the removal of Mike Ross, and his subsequent replacement by Jessica Pearson, as director of Suit-up Ltd, in terms of the Companies Act. In each case, you should also comment on the legality of the matter. Structure your answer as follows: Removal of Mike Ross (12) Appointment of Jessica Pearson (2)

Answer rating: 100% (QA)

1 All owing a person to be appointed as a director who has been declared delinquent by a court This proposed alteration to the MO I of Suit up Ltd may not be made as it would be in contra vention of s... View the full answer