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issue of additional preference sharesin the bristol aeroplane case it was said of the issue of additional preference shares
variation of class rights of the preference shareholdersthis was not a variation of class rights of the preference shareholders the company could
right to prior repaymenttherefore this was not variation of class rights since the existing preference shareholders had the same number of shares and
variation of class rightsit is only necessary to follow the variation of class rights procedure and a dissenting minority can only apply to the court
successive stages of a capital reorganisationthere was a sequence of general and class meetings to approve the successive stages of a capital
objection to a variation of class rightsthe company proposed to reduce its share capital by repayment of the 5 1 pound cumulative preference shares
derivative actionin nurcombe v nurcombe lawton l j stated that a derivative action is a procedural device for enabling the court to do justice to a
representative actionwhere individual shareholders have suffered personal loss in addition to the injury to the company one shareholder may bring a
forms of actiona minority of shareholders or an individual shareholder suing under one of the above exceptions may institute one of the following
personal rights invaded a shareholder may sue to protect from invasion their
exceptions to the rule in foss v harbottle according to professor wedderburn the so-called exceptions are essentially no exceptions at all
purpose of the ruleit has been stated by various english judges that without the rule in foss v
rule in foss v harbottle what has come to be recognized in company law as the rule in foss v harbottle is the decision of vice-chancellor wigram
negligenceit is still uncertain whether damage caused by negligence can be brought under the heading of fraud for the purpose of the exception of
fraud on the minoritythe exception of fraud on the minority depends whereas the company is defrauded on wrongdoer control ie the individual
principle of statutory provisionsmost of the cases in which the principle has actually been applied appear to fall within one of the following two
case law the aforesaid statutory provisions for the protection of minorities have been supplemented by judicial intervention in a variety of
conditions for reliefin hr harmer ltd 1959 jenkins lj summarised the conditions which must be met before relief under the section can be granted by
meaning of oppression the section does not define the word oppression or what
companys capitalan order made by the court may-a regulate the conduct of the companys affairs in future as in re hr harmer ltd- in which the father
oppression of minorities 731 section 211 of the act provides that any
resolution for the variation - statutory provisionswhere any application is made pursuant to this provision the variation shall not have effect
statutory provisionsarticle 4 of table a permits a company to vary the rights attached to any class of shares if the proposed variation is consented
legal protection - significant instancesthere are however a few but significant instances in which the companies act and the general law
legal protection of minoritiesaccording to decisions of english courts companies are democratic organisations whose affairs are to be managed by the