Harry Case Study - OldSkool Pty Ltd - Law Assignment Help

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Assignment Task:

Question 1 

Harry is a member of EagleFly Aviation Ltd, a public company listed on the ASX. The constitution of EagleFly Aviation states that, in the notice of a meeting, each ordinary shareholder shall be given a copy of all proposed ordinary and special resolutions at an upcoming members’ meeting. The company has suffered a serious downturn and is performing very poorly as a result of changes to global flying habits in recent times. Harry and many other shareholders are very unhappy with the management of EagleFly Aviation because of the company’s poor performance and feel that they should have made operational adjustments early enough to cater for these hard times. The share price has also fallen drastically. Harry now decides to actively campaign against the current board of directors by contacting all of the company’s members and asking them to direct their proxies to him at the next AGM so that he can vote out the current chairman of the board who appointed the company’s senior management team. Harry hopes that this would send a strong message to the rest of the board and the entire senior management team that performance needs to be significantly improved. 

REQUIRED: 

With reference to relevant legal principles and relevant legislation, use the IRAC legal problem- solving approach to explain whether and how Harry can contact all of the members of EagleFly Aviation Ltd. Explain also whether EagleFly Aviation Ltd can prevent Harry from contacting all of the company’s members. The word count for the answer must be 400 words

Question 2

Josie is a major shareholder in OldSkool Pty Ltd and has noted that the company maintains the old-fashioned ‘memorandum of association’ which has been prepared for OldSkool Pty Ltd. The memorandum contains an objects clause which limits the objects of the company to the development, manufacture and sale of commercial computing devices. With the changing times where more people are working from home, Josie believes that the devices will soon be able to be used on a widescale domestic basis by businesses looking to automate their computing needs and equip their workers to adjust to the home working environment. The company may therefore expand into a number of related areas including remote office management development and mobile applications. 

Josie has spotted an opportunity that may allow the company to enter into a contract with like- minded companies for the development of state of the art remote office management software. She is however concerned that the narrowness of the ‘memorandum’ may hamper the company’s ability to move into the emerging lucrative area and also the development and commercial exploitation of the new opportunity. 

Josie has read that there is no legal reason to have a memorandum or articles, even if they are now called a corporate constitution. When Josie discussed this with the company’s other shareholders, they told her that they had been advised by the lawyers that this was the standard form for their companies, and that there was no cause for concern. Josie is not convinced.

REQUIRED: 

Advise Josie of the company’s position regarding any new contracts that it may enter in connection with the development of remote office management software and also explain how the replaceable rules may be of use to the company in the future. The word count for the answer must be 400 words

 

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