Business law Essay Example | Topics and Well Written Essays - 2750 words - 3

Business law - Essay Example ed are in reference to the purchase of a piece of land adjoining the highway which is being opposed by Higbert but which the other directors propose to go ahead with, in contravention of an agreement between the four Directors which specifies that a unanimous consent is required. The question of dismissal of there employees on grounds of redundancy must also be addressed. The Companies Act of 1985, with amendments made in 1993 and the latest Companies Bill to go into force in 2007, which has proposed changes in the Articles of incorporation and the enforcing of shareholder interests, the new provisions for remuneration for Directors (2002) and the Employment Rights Act of 1996 which also includes the relevant legislation dealing with dismissal of employee son grounds of redundancy. The Hippo Company has been incorporated in accordance with Articles in the Table A form. Incorporation therefore involves separation of ownership and control, it is the members who own the company and allot shares, which constitutes a delegation of the shares as spelt out under s.80 to s.96. The Companies Act sets out the provisions by which Companies are to be governed, including appointment of Directors, articles of incorporation, rights of shareholders and procedures for legal action. On this basis therefore, the four Directors of the Corporation are also the four primary shareholders in the Hippo Company, with each Director owning 25% of the share sin the Company. Hence, where the issue of marginalization of Higbert is concerned, he is placed in the position of a minority shareholder, since the others are working in tandem. The rule established in Foss v Harbottle1 provides minority protection in that an individual or group of minority shareholders can sue where a wrong arises that is ratifiable. However the terms where this minority protection will hold valid were spelt out in Edwards v Halliwell2 and a fraud should have been perpetrated on the minority3, if such protection is