Business Flashcards

Question

What is the general format for a procedure plan

Answer 1

1. Open or reconvene meeting 2. Notice 3. Quorum 4. Agenda 5. Voting 6. Close/adjourn meeting

Answer 2

CA 06 S.311

Answer 3

CA 06 S.283(6)

Answer 4

CA 06 s. 325(1)

Answer 5

CA 06 s.288

Answer 6

Board meeting 1 1. Who calls meeting 2. Notice 3. Quorum 4. Agenda 5. Voting 6. Adjourn or close board meeting Between board meetings - pass the written resolution procedure Board meeting 2 - reconvene meeting - who calls it - notice - quorum - agenda - voting - close board meeting Post board meeting 2 matters - make filings at companies house - draw up minute's - written resolution

Answer 7

CA 06 Part 21A

Answer 8

CA 06 Schedule 1A Part 1

Answer 9

Not possible for a company to be a person with significant control but a company can be entered if it is a relevant legal entity. Under CA 06 s.790C(6), it must - would have come under the definition of PSC has it been an individual - is an entity subject to the PSC regime or is a listed company; and - . Is the first legal entity on the company's ownership chain

Answer 10

A register of individuals which States relevant information for each PSC (I.e nsme, address country of residence) and the date they became a psc. S.790k

Answer 11

Requires that companies identity and keep a register of people with significant control in the company

Answer 12

Section 790D CA 2006 imposes a duty on companies to take reasonable steps to identify their persons with significant control The company must give notice to anyone whom it Has probable cause to believe is a registerable person or a registrable relevant legal entity in relation to it CA 06 s.790D(2) Sanctions include - failure to comply is punishable by a fine and/or up to two years imprisonment CA 06 s.790F

Answer 13

There is a duty on PCSs and RLEs to notify the company of their status within one month of becoming a PSC or relevant legal entity CA 2006 s.790G(1)+(2) and it is also a criminal offence to fail to do so s. 790G CA 2006. From 26 June 2017, entities have to update their PSC register within 14 days of any changes and notify Companies House. within another 14 days. Sanctions include - failure to comply is punishable by a fine and/or up to two years imprisonment CA 06 s.790F

Answer 14

CA 06 S.170-177

Answer 15

Directors owe three duties to the company, therefore only the company can enforce them.

Answer 16

1. Duty to act within their powers s. 171 (i.e. Check articles to see if prohibit anything) 2. Duty to promote the success of the company s. 172 3. Duty to exercise independent judgement s. 173 4. Duty to exercise reasonable care, skill and diligence s. 174 5. Duty to avoid conflict of interest s. 175 6. Duty not to accept benefits from third parties s. 176

Answer 17

Consequences are the same as if the the corresponding common law rules or equitable principle were breached s.178 With the exception of the duty to exercise reasonable care, skill and diligence under s.174 for which damages can be awarded

Answer 18

The remedy for a breach of the duty of care, skill and diligence under s. 174 is usually damages. Remedies for breaches of other general duties include:  an injunction;  setting aside of the transaction, restitution and account of profits;  restoration of company property held by the director; and/or  damages A breach of duty could also be grounds for the termination of an executive director’s service contract or for disqualification as a director

Answer 19

S. 252 and 253

Answer 20

Directors can seek indemnities from. The company to protect themselves against future breaches.. This is allowed in some circumstances under MA 52. However can't indemnity for negligence, default, breach of duty, and breach of trust per CA S. 232 and the cost of defending proceedings brought against them by the company s.234(3)(b)(ii) or For faiing to provide a confirmation statement as this is a criminal offence per s. 234(3)(a)(i)+(b)(i) Directors will want these indemnities in their service contrscts (executive directors) or agreed to in a deed of indemnity (non-executice directors) so that they can be personally enforced

Answer 21

Directors will want these indemnities in their service contrscts (executive directors) or agreed to in a deed of indemnity (non-executice directors) so that they can be personally enforced

Answer 22

Directors or The companies that employ them can also obtain insurance to cover certain liabilities CA s.233(2)(a) however this is subject to public policy constraints (i.e.. Criminal wrongdoings can't be insurex)

Answer 23

Company needs to secure shareholder approval (ordinary resolution) before acquiring a substantial non-cash asset to from or to any of the following parties: - its directors (s. 190(1)(a) - directors of its holding company (s.190(1)(a) but not of its subsidiaries - a person connected to one of its directors Substantial - defined in s. 191. If it exceeds £100,000 or if it's value exceeds £5,000 but represents more than 10% of the company's asset values. Asset value means a company's net assets so check the company's recent statutory accounts for this figure Non cash asset defined in s.1163

Answer 24

Any property or interests other than cash CA s. 1163

Answer 25

- share buybacks do not count as substantial property transactions per s. 192(a) Moreover if the company involved in the transaction is a wholly owned subsidiary of another company (i.e it has a parent company), the shareholders of the parent company should approve the transaction instead s. 190(4)(b)

Answer 26

1. The director concerned took all reasonable steps to ensure the company's compliance CA 06 s. 195(6) 2. The director concerned and any persons connected to them can show that they had no knowledge of the circumstances resulting in the contravention. S. 195(7)

Answer 27

The transaction is voidable by the company (s.195) unless: 1. restitution is no longer possible; 2. the company has been indemnified by another person for the loss or damage suffered by it; or 3. bona fide rights have been acquired by a third party who was not a party. to the transaction and such rights would be affected by the avoidance of the transaction. Section 196 allows for the arrangement to be affirmed by the shareholders of the company and the holding company (where relevant) by ordinary resolution within a reasonable period. If it is affirmed, the arrangement may no longer be avoided under s.195. And Irrespective of whether the transaction has been avoided, the director (and the person connected to the director, if relevant) and any other director who authorised the arrangement are liable to account to the company for any gain made directly or indirectly out of the transaction, and to indemnify the company for any loss or damage resulting from the transaction (ss.195(3) and. 195(4)).

Answer 28

- duty to declare a personal interest in a transaction - duty to promote the success of the company - MA 14 - voting where a conflict of interest exists

Answer 29

Directors need to disclose their personal interests in a transaction per CA 06 S. 172. Similar procedure to converting a shelf company but - directors mist disclose their personal interest in transaction to the board in board meeting 1 to fulfill their duty under 172. Even if aware it should be disclosed at the BM to be recorded in the minutes - the contract must be approved at the general meeting - Drectors with an interest in the transaction can vote in as shareholders (if they hold shares) in the general meeting. However, interested directors do not count in the quorum for, and cannot vote on, the board resolutions to approve the substantial property transaction in board meeting 2 per MA 14

Answer 30

1. Is a director being offered a long-term service contract? Under CA 06 s. 188 if the term of employment set out in the contract could (at directors discretion) or would exceed two years and during the two years the company: - is unable to terminate the contract (i.e contractual term of more than 2 years or where director is in control of how long the contract continues) - can only terminate in limited circumstances that are outside the company's control (i.e. Director guilty of gross misconduct) If the company has the freedom to prevent the contact exceeding 2 years (i.e through giving notice to the directors) this isn't a long-term service contact

Answer 31

- ratification - director indemnities - insurance

Answer 32

Similar to converting a shelf company save for a few differences - thecontracts can be approved using a similar procedure to that included in the Converting a Shell Company Section - The director to whom the long-term service contract is being offered is not legally obliged to declare his/her interest in the contact per s. 177(6)(c) - the proposed long-term contact must be out on display at the registered office (for shareholders to view) for at least 15 days before the general meeting s. 188(5)(b) thus the short notice procedure is of little benefit in this case - must be approved by at least 50% through ordinary resolution -Interested director can vote in their capacity as shareholders if they hold shares) in the generalmeeting. However, they do not count towards the quorum for, and cannot vote in the board resolution to enter into the long-term service contract MA 14 WRITTEN RESOLUTION - the requirement to display the contract for 15 days does not exist when approving long term service contracts by written resolution CA 188(5)(a) Although the lapse date (usually 28 days) means the procedure could take much longer than approving a contract vsing the general meeting procedure -

Answer 33

Similar to converting a shelf company save for a few differences - thecontracts can be approved using a similar procedure to that included in the Converting a Shell Company Section - The director to whom the long-term service contract is being offered is not legally obliged to declare his/her interest in the contact per s. 177(6)(c) - the proposed long-term contact must be out on display at the registered office (for shareholders to view) for at least 15 days before the general meeting s. 188(5)(b) thus the short notice procedure is of little benefit in this case - must be approved by at least 50% through ordinary resolution -Interested director can vote in their capacity as shareholders if they hold shares) in the generalmeeting. However, they do not count towards the quorum for, and cannot vote in the board resolution to enter into the long-term service contract MA 14 WRITTEN RESOLUTION - the requirement to display the contract for 15 days does not exist when approving long term service contracts by written resolution CA 188(5)(a) Although the lapse date (usually 28 days) means the procedure could take much longer than approving a contract vsing the general meeting procedure -

Answer 34

Ordinary resolution

Answer 35

Any serving director can call a meeting per MA 9(1)

Answer 36

BOARD MEETING 1 1. Who calls the meeting 2. Notice 3. Quorum 4. Disclosure of interests - directors with an interest in the substantial property transaction should disclose their interests to fulfill CA 06 s. 177. Even if the directors are already aware they should disclose it so that the disclosure is recorded at board minutes 5. Agenda - call a general meeting under s.302. The directors must approve the form of notice 6. Voting 7. Close board meeting - it cannot reopen on 24 hours due to the 15 day requirement to leave the contract out for at least 15 days before the GM p POST BOARD MEETING MATTERS - draw up minutes - Display proposed long-term service contact. The proposed contact must be put on display for shareholders to view at the company's registered office for at least 15 days before the GM per s. 188(5)(b) GENERAL MEETING 1. Opem general meeting 2. Notice - the shortest notice to which the shareholders can agree using the short notice procedure is 15 days under s. 307(4)-(6) due to the contact having to be displayed for 15 days. This means short notice is of little use in this context Where shirt notice is not used, the default notice to be give is 14 days (clear days) per 307 and 360. 3. Quorum 4. Agenda - propose (and shareholders vote) on the resolution required to continue with the share allotment 5. Voting A. Ordinary resolution to enter into a contract relating to the substantial property transaction CA S. 190(1) B. Ordinary resolution to approve the duration of the service contracts to entered into s. 188(2) More than 50% of those voting must approve the decision in accordance with s. 282. Shareholders can vote by a show of hands MA42 unless a poll vote is demanded in accordance with MA44. BOARD MEETING 2 1. Open board meeting 2. Notice 3. Quorun 4. agenda - chairman report that the ordinary resolutions were passed at the GM - proposed board resolutions to - approve entry into and authorise a signatory for the substantial property transaction or long-term directors service contact - direct Secretary to deal with post company matters 5. voting 6. . Close board meeting POST BOARD MEETING 2 MATTERS 1. Draw up board minutes from the general meeting s. 355 2. Draw up minutes from board meeting s. 248 3. retain a copy of the long-term service contact at the registered office for inspection per s228 4. If the long-term service contact is fonts new director you must file from AP01 to notify companies house of their appointment per 167.

Answer 37

CA 06 S.288

Answer 38

Simple majority - over 50% per MA 7(1) or unanimous decision MA8. In case of desdlock, chairman has the casting vote per MA13.

Answer 39

By show of hands per MA 42. However shareholders can demand a poll vote or may instead vote using the written resolution procedure

Answer 40

By show of hands per MA 42. However shareholders can demand a poll vote or may instead vote using the written resolution procedure

Answer 41

When companies house issues the company's certificate of incorporation A company can't ratify agreements made before it is incorporsted. Thus if an individual signs a contact on behalf of a company that hasn't been incorporated the contact will take effect as being made by that individual in their personal capacity. That individual will therefore be personally liable for any breach of the contract see s. 51 although he or she could be indemnities by the organization

Answer 42

Special resolution as this is an article. Once amended, a copy of the amendment mist be sent to companies house within 15 days per s. 26 They can only be amended if the proposed amendments pass the legalitt test and the commerciality test.

Answer 43

A company repays a loan which was given to one of its directors or a director of its holding company by a third party (ie bank). This is done on the understanding that The director or connected person is to reimburse the company at a later stage

Answer 44

involves a guarantor (ie a parent company) making legal promise to lender that they will fulfill any oututanding financial obligations covered under the guarantee if the borrower defaults on the loan THINK OF GUARANTOR

Answer 45

Taking security on a borrowers loan can increase the chsnces of the lender receiving back its money if the borrower defaults on the loan

Answer 46

CA 06 S. 154

Answer 47

A transaction involving a company providing goods or services to one of its directors on a credit basis meaning that the director will repay the company at a later date CA 06 s.202(1)

Answer 48

Shareholder approval by Ordinary resolution is required before a company can make a loan to a director

Answer 49

RULE FOR ALL COMPANIES (not just public) No company may make loans to its directors or to directors of its holding. company, or give guarantees or enter into security in connection with loans to such directors, without the transaction first being approved by shareholders This rule applies to loans, quasi-loans, credit transactions and guarantees or security There are additional rules for public companies and private companies connected to public companies

Answer 50

S.202 Any transaction entered into between the company and the director where the company provides goods or services on a credit basis which will be paid at a later date Only the company and the director are parties to thos

Answer 51

The transaction will be voidable at the instance of the company unless - restitution is no longer possible - the company has been indemnitied for the loss or damage resulting from the transaction or - bona fide rights have been acquired by a third party who was not party to the transaction would be affected S. 214 - shareholders can also affirm the transaction Regardless of the transaction has been avoided or affirmed the director or person connected to them involved in the transaction must 1. Account to the company for any gain made 2. Indemnify the company for any loss or damage to the transaction

Answer 52

CA 06 s.168(1) allows the company, including it's shareholders, to remove a director by ordinary resolution before the expiration of his period in office (regardless of any agreement to the contrary) NOTE -Written resolution can't be used to remove a director from office s. 288(2)(a)

Answer 53

S.168 - ordinary resolution

Answer 54

1. Special notice Shareholders must first send the board special notice of the proposed resolution to remove the director s.168(2) Special notice means 28 (s. 312) clear days (s. 360) before the general meeting Once this notice is received the board must send a copy to the relevant director and decide whether or not to put the resolution to remove the director on the agenda of the next general meeting orr to schedule a general meeting for the purpose of voting on the resolution. The board is not legally obliged to convene the necessary general meeting in order to pass the Resolution per pedley v inland Waterways Association Ltd. However, if the board decides not to, this may have further ramifications. 2. Shareholders power to require a general meeting If the board decides not to put the resolution on the agenda - s. 303 gives shareholders the power to call a general meeting (even if to vote on the resolution to remove the director). The request must be made by shareholders representing at least 5% of The company's paid up share capital - once the s. 303 request has been made the board is required to call a general meeting to vote on the resolution per s. 304. Notice must be sent out within 21 days from when the board receivers the request for the general meeting. The GM must not take place more than 28 days after the notice has been issued. Note - these are not clear days as s.304 is not covered by s. 360 - if the board does not call a general meeting within the timescale shareholders become entitled to call a general meeting at the company's expense per s. 305 If the shareholders call the general meeting themselves then that general. The meeting must be called on no fewer than 14 clear days notice (s.305(4) CA. 2006) and held within 3 months of the date that the directors received the. s.303 request (s.305(3)) 2. PRIOR TO THE GENERAL MEETING The board must notify all other shareholders about the proposed resolution to remove the director and give at least 14 clear days notice of a general meeting to vote on the resolution. The directors whose removal is proposed are legally entitled to take steps to defend themselves. They can make representations in writing to be circulated to the shareholders prior to the general meeting CA 06 s. 169(3)(b). 3. VOTING AT THE GENERAL MEETING - ordinary resolution therefore more than 50% - the director to be removed can vote on the resolution but only in his shareholder capacity (if they hold shares). ALWAYS check articles for a Bushell v Faith clause In Bushell V Faith, the court upheld a provision in a company's Articles that conferred weighted voting rights upon a director/shareholder where a s. 168 resolution was proposed. The director was able to block the resolution calling for his removal, as he was entitled to 3 votes for each share he held.

Answer 55

S.312 - 28 clear days (360

Answer 56

Pedley v inland Waterways Association Ltd.

Answer 57

Not unless the articles specifically provide for this.. Where the articles expressly provide that a director can be removed by the. other directors, this power has been upheld by the courts. The MA do not. provide for this. If the directors were able to remove their fellow directors, this could lead to difficulties in decision making.

Answer 58

If the removal means the company has breached the directors service contract (i.e entitled to 3 months notice but not given it), he may get damaged for breach of contract for early termination of his employment. Shareholder approval will not be required for this although if the directors are offered compensation for other reasons and that compensation exceeds £200, shareholder approval will be required per s. 217

Answer 59

Wrongful dismissal or unfair dismissal

Answer 60

Wrongful dismissal This occurs where the employer dismissed the employee in breach of the employees employment contract. The breach typically involves: A. Failure to give the employee the period of notice stipulated in the contract when dismissing the employee B. Failure to make the required payment to the employee in lieu of notice when dismissing the employee (i.e contract term allowing employer to make payment instead of notice)

Answer 61

Statutory claim that can be brought by an employee who has been unfairly dismissed as long as the employee has worked form the company for at least 2 years (1 yr if employment began before 6th April 2012) per Employment Rights Act 1996. Claims are based on - an employers failure to follow a fair procedure and/or - failure to dismiss the employee for a fair reason. To avoid a claim for unfair dismissal the employer mist prove that the a) the reason for dismissal and b) the procedure followed were fair. FAIR REASON These include incompetence, conduct redundancy or some other substantial reason s 96 and 98 of Employment Rights Act FAIR PROCEDURE I.e was employee given sufficient explanation as to why their conduct or performance was unsatisfactory, whether they were warned that failure to improve could lead to dismissal and whether the employee received fair hearing and opportunity to appeal

Answer 62

S. 31 and 28

Answer 63

Compensation is the most common. However in addition to this a company can order reinstatement (obliging the company to give them the job back) or re-engagement (obliging then to give the director a different job within the company)

Answer 64

Foss v Harbottle set out that the general rule is that the courts will not interfere with the way a company is managed It also said that when a wrong has been committed against a company, the company is the proper claimant (i.e not shareholders) However various exceptions have eroded this rule

Answer 65

The articles confer various rights to its members and if these rights are infringes the members can die the company under CA06 s.33

Answer 66

CA 06 S. 33

Answer 67

Non-membership rights are not enforceable against the company under CA 06 5. 33. The most commonly referred to case on this matter is Eley v Positive Government Security Life Assurance Co Limited [1876] However, in order to protect shareholders, any essential non-membership rights are set out in a separate contract that confers personal obligations upon other parties (rather than the company's Articles)

Answer 68

A dividend is a sum paid by a company to its shareholders (typically annually) out of its retained profits Companies are not legally obliged to declare dividends but once declared the legal obligation to pay arises. Companies who repeatedly fail to declare dividends (or declare dividends that are much smaller than could be reasonable expected), the share prices of those companies may decrease.

Answer 69

" Membership rights” – enforcement under s.33 CA 2006  Derivative actions: - exceptions to the rule in Foss v. Harbottle - under s.260 CA 2006  Unfair prejudice actions under s.994 CA 2006  Just and equitable winding up under s.122 IA 1986

Answer 70

Eley v Positive Government Security Life Assurance Co Limited [1876]

Answer 71

 the right to a dividend once it has been lawfully declared;  the right to share in surplus capital once the company is wound up;  the right to vote at meetings; and  the right to receive notice of GMs and Annual general meetings

Answer 72

 the right to a dividend once it has been lawfully declared;  the right to share in surplus capital once the company is wound up;  the right to vote at meetings; and  the right to receive notice of GMs and Annual general meetings

Answer 73

It's a Wrap v Gula - confirmed that the financial status of a company needs to be considered when making dividend payments.. payments may be deemed illegal if at the date of each payment the management accounts show that the company is losing money and the profits cannot support the dividend payment. Bairstow v Queens Moat Houses plc - confirmed that where a dividend has been paid llegally the CA 06 s 847 provisions apply and the directors will be expected to repay the company the amount distributed illegally Potel v IRC - Recipient shareholders have no legal right to the payment until it is actually paid

Answer 74

A dividend paid throughout the year by the company.. Interim dividends usually represent a portion of the company's profits of the year so far based on estimates of what the year end results will be

Answer 75

Does not require as many procedural formalities as paying a final dividend. Only a board resolution is required to make the payment. Recipient shareholders have no legal right to the payment until it is actually paid per Potel v IRC

Answer 76

Does not require as many procedural formalities as paying a final dividend. Only a board resolution is required to make the payment. Recipient shareholders have no legal right to the payment until it is actually paid per Potel v IRC3

Answer 77

1. First the directors call a board meeting in which they attempt to recommend an amount to the shareholders to be laid by way of a final dividend 2. The directors will then call a general meeting. Here the shareholders will vote on whether to approve the dividend that has been recommended by the directors 3. The directors then hold another board meeting to resolve to pay the dividend Unlike interim dividends, final dividends become a legal obligation ( a debt) once they have been declared by the shareholders in a general meeting per Leclerc Ltd v Pouliot

Answer 78

Leclerc Ltd v Pouliot - Unlike interim dividends, final dividends become a legal obligation ( a debt) once they have been declared by the shareholders in a general meeting

Answer 79

- they are confidential unlike a company's articles - they can confer certain rights and obligations that could not be enforced if included in the articles - they can be enforced against other shareholders through contract law whereas a company's articles can only be enforced against the company. Damages or injunctions may be available if a breach has occurred - they can be amended without the need for a special resolution. The parties to the agreement simply. Agree to amend the contact. This can protect minority shareholders as the requirement for unanimous consent means minority shareholders have the power to veto decisions

Answer 80

Russel v Northern Bank - The court confirmed that an agreement outside the Articles between shareholders as to how they would vote on a resolution to alter the Articles was enforceable. The House of Lords held that the part of the agreement between the company and the shareholders, which was void as being contrary to statute, could be severed from the rest of the agreement between the shareholders. The remainder. the agreement was valid and enforceable and therefore an injunction could be granted to prevent other shareholders from breaching that agreement.

Answer 81

Where one or more of the shareholders will often also be directors, It is important to draft the provisions of the shareholders agreement carefully, so as to avoid binding such shareholders to vote a certain way when acting in their capacity as directors.

Answer 82

Remedy available to minority shareholders CA 06 s. 994 gives shareholders the right to bring a claim against the company if it's affairs are being conducted in a manner which is prejudicial to shareholders. I.e - directors not recommending dividends, over paying themselves or purposely holding regular meetings when certain shareholders can't attend S.994 also applies to parties in a quasi-partnership that have been prejudiced. This is on the basis that such parties have a legitimate expectation to be involved in the management of the company and this expectation should this be upheld. A successful claim for unfair prejudice the court will likely order that those perky fixing the injured shareholders buy the shares of those shareholders. This is the least disruptive solution to the business. S. 994 petitions are expensive, time consuming and complications. Courts have full discretion meaning the petitioner may not succeed. Generally a negotiated settlement will be the preferred method

Answer 83

Organizations that are effectively run as partnerships but have been incorporated as a company (i. E five friends that run a company and are co-direfrors and equal shareholders)

Answer 84

- Negligent or inept management of a company – will not amount to unfairly prejudicial conduct unless that conduct amounts to serious and/or repeated mismanagement which puts at risk the value of the minority shareholder’s interest; - Disagreements as to company policy - (such as a change in direction of the business) will not afford grounds for a petition under s.994; - excessive remuneration - will be considered unfair prejudicial conduct - Legitimate expectation – in terms of certain small private companies (which are often referred to as quasi-partnerships (see Ebrahimi v Westbourne Galleries Limited [1973] AC 360)) case law has established that shareholders may have a legitimate expectation that they be involved in the management of the company, and the prevention of such involvement may equate to unfairly prejudicial conduct.

Answer 85

A successful claim for unfair prejudice the court will likely order that those perky fixing the injured shareholders buy the shares of those shareholders. This is the least disruptive solution to the business.

Answer 86

CA 06 S. 994

Answer 87

CA 06 S. 260

Answer 88

CA 06 S. 260 gives the right to bring a claim for an pact or omission involving a wrong committed against the company. Claims are brought on behalf of and for the benefit of the company ( NOT THE SHAREHOLDERS). There is no requirement to show that the wrongdoer benefitted from the breach of duty, however only shareholders have the right to bring a derivative claim

Answer 89

Directors (including former directors) or third parties that have wronged the company

Answer 90

Only shareholders can bring a derivative claim (although these are made on behalf of and for the benefit of the company) Shareholders can bring a claim regardless of the number of shares they have and regardless of whether they held those shares at the time the wrong was committed. However the court will look at the size of the share holding when deciding whether or not to allow a derivative claim to proceed (court has discretion).

Answer 91

S. 260 gives the right to bring a claim where a wrongful act or omission is committed against the company. Any shareholder can bring a claim on behalf of the company.. These can be brought against directors (or former directors) and third parties. 1. Must first obtain permission of the court to continue a derivative claim per s. 261(1)

Answer 92

1. Unfair prejudice per s. 994 | 2. Derivitive claim per s. 260

Answer 93

1. Unfair prejudice per s. 994 | 2. Derivitive claim per s. 260

Business Flashcards

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