what would be the legal issue in this case.?

Question

Robert acquired 2000 shares in his own name and 6000 shares in the names of nominees. This gives Robert 24.65% of the voting power of the company. The shares have been registered in the names of nominees because the Board did not know of the nominees. Robert is a former director and also holds preference shares issued to him when he initially joined the company board of directors. There are six current directors. The three who have been directors since the company was first set up also hold preference shares.

The Board of Wellbuilt Pty Ltd suspects that some shares may be held by nominees and now calls a general meeting to propose the following resolutions:

1.To introduce a clause that provides that a shareholder shall be deemed to hold shares that are held by a nominee;
2.That if the maximum holdings clause in the constitution is breached, the shareholder in breach may be served with a notice by the company:
(i)requiring the shareholder to sell all their shares to the directors of the company
(ii)the directors will take the shares at a market price as certified by the company auditor
(iii)the transfer of the shares shall be settled within the 14 days of the service of the notice.
3.That the company will not register a transfer of shares where a shareholder seeks to sell shares in order to avoid the application of clause 2

Answer 1

Haha, trying to get us to do your homework for yah? ;)

What country is Wellbuilt Pty Ltd located? I can't look it up because they don't use real company names on text books and assignments.

It's been several years since I did these assignments; is it due on Monday?

Answer 2

Embezzlement

Answer 3

The issue is whether the proposed measures may be applied retroactively.