Company
had issued ordinary shares of 10s and other shares of 2s, ranking pari passu
for all purposes.
had issued ordinary shares of 10s and other shares of 2s, ranking pari passu
for all purposes.
One
vote per share.
vote per share.
G
held bulk of 2s shares and controlled 40% of votes.
held bulk of 2s shares and controlled 40% of votes.
Holders
of 10s shares passed ordinary resolution dividing their shares into 5, each of
these new 2s shares ranking pari passu with the old 2s shares.
of 10s shares passed ordinary resolution dividing their shares into 5, each of
these new 2s shares ranking pari passu with the old 2s shares.
G
argued rights attaching to his 2s shares were ‘varied’ by this manoeuvre.
argued rights attaching to his 2s shares were ‘varied’ by this manoeuvre.
Court
of Appeal held that as matter of law, rights were not varied.
of Appeal held that as matter of law, rights were not varied.
Lord
Greene MR –
Greene MR –
‘They
remain what they always were – a right to have one vote per share pari passu
with the ordinary shares for the time being issued which include the new 2s ordinary
shares.’
remain what they always were – a right to have one vote per share pari passu
with the ordinary shares for the time being issued which include the new 2s ordinary
shares.’
