Altering the articles to allow for compulsory transfer: dragging minority shareholders to a reluctant exit
Considers whether majority shareholders may, by altering a company's articles of association, force the compulsory transfer of minority shares. Reviews the existing authorities on the alteration of articles and compulsory transfer, including the Chancery Division ruling in Constable v Executive...
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| Format: | Article |
| Language: | English |
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2007-08.
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| Online Access: | Get fulltext |
| Summary: | Considers whether majority shareholders may, by altering a company's articles of association, force the compulsory transfer of minority shares. Reviews the existing authorities on the alteration of articles and compulsory transfer, including the Chancery Division ruling in Constable v Executive Connections Ltd and the Australian High Court decision in Gambotto v WCP Ltd. Explains the nature of the contract made by shareholders, the bundle of rights shareholders acquire, and the default position of a shareholder's permanent investment until voluntary exit, unless overridden either by the parties or by statute. |
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