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Words: | Submitted: Wed Nov 03 2004
... case according to relevant statutes and cases. Firstly, s303 CA 1985 allows a company to remove a director by ordinary resolution in a general meeting before the expiration of his period of office notwithstanding anything in the articles of association or any agreement between the company and the director from its board. However the articles here contain a 'weighted voting clause' in Mr. Bolton's favour. Although the ordinary resolution has passed, he can demanded a poll and his 25 shares has the right of 100 votes of opposition in a poll, which is more than other directors' 75 votes, which means the resolution is defeated. Such clauses were approved by the House of Lords in Bushell v Faith [1970] AC 1099 where the resolution was passed among the three of the directors, Mr. Faith demanded a poll in relation to this resolution, it was provided in the special art 9 of ...
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