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    Hi guys. I have a query relating to a substantial property transaction.

    Directors - David, Peter and Martin
    Shareholders:
    DAVID - 70,000 SHARES
    PETER - 60,000 SHARES
    MARTIN 70,000 SHARES
    JAMES - 30,000 SHARES
    IAN - 30,000 SHARES

    The company (governed by the model articles) has agreed to buy the freehold of the haulage yard from which it operates. The yard is also the registered office of the company. This is owned by David. Martin doesnt seem keen on supporting the transaction.

    Clearly, this is a substantial property transaction but i need some clarification on how this issue could be handled.

    If model article 14 was disapplied by ordinary resolution (could this ordinary resolution to disapply it be voted on by David? and if not, would this be a board resolution or a member resolution required) also, what would be the next step?
    thankyou
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    Hi Everyone,
    So I studied the LPC in 2014/2015 part time and was due to graduate in 2016. Unfortunately I was unwell and am just now going back to do my exams.
    All of my materials are out of date, and despite using the update bulletins to update my notes and books some of the workshop materials are now pretty useless (particularly anything tax based).

    I wondered if anyone can help me out.....

    If anyone has access to the workshop materials online I’d be more than happy to pay to print them off. I’ve asked the Uni if I can buy a new bundle but they refuse.

    It’s making it really hard for me to revise as although the content is much the same they’ve changed a few things.

    I look forward to getting a response and thanks in advance
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    (Original post by ell-)
    Hi guys. I have a query relating to a substantial property transaction.

    Directors - David, Peter and Martin
    Shareholders:
    DAVID - 70,000 SHARES
    PETER - 60,000 SHARES
    MARTIN 70,000 SHARES
    JAMES - 30,000 SHARES
    IAN - 30,000 SHARES

    The company (governed by the model articles) has agreed to buy the freehold of the haulage yard from which it operates. The yard is also the registered office of the company. This is owned by David. Martin doesnt seem keen on supporting the transaction.

    Clearly, this is a substantial property transaction but i need some clarification on how this issue could be handled.

    If model article 14 was disapplied by ordinary resolution (could this ordinary resolution to disapply it be voted on by David? and if not, would this be a board resolution or a member resolution required) also, what would be the next step?
    thankyou
    In summary, normally 3 resolutions are needed for this:
    1. Board resolution to call a general meeting (or to use written resolution procedure)
    2. Ordinary resolution (at the general meeting) to approve the substantial property transaction under s.190(1) CA 2006.
    3. Board resolution to actually enter into the contract to purchase the freehold (and authorise a signatory).

    Assuming Martin will vote against the purchase at the latter board resolution and that Peter is voting for (but isn’t chairman), a further ordinary resolution is needed to disapply MA.14(1) (MA.14(3)) to allow David to vote. David can vote for both ordinary resolutions if he wishes as this is in his capacity as a member and MA.14 doesn’t apply to shareholder resolutions (just board resolutions).
 
 
 
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