Highlights
Your comment should address the following questions:
(1) What is the purpose of the corporation?
In this case, the Supreme Court of Michigan held as follows:
“A business corporation is organized and carried on primarily for the profit of the stockholders. The powers of the directors are to be employed for that end.
The discretion of directors is to be exercised in the choice of means to attain that end, and does not extend to a change in the end itself, to the reduction of
profits, or to the nondistribution of profits among stockholders in order to devote them to other purposes.”
Would this statement hold good in New Zealand today? Can shareholders decide otherwise?
(2) What are the powers of various organs/ participants within the company? What are the parties’ arguments regarding these in the instant case? Use relevant provisions of the Companies Act, 1993, theories, research articles, cases and commentary to comment on this case. In addition to what has been discussed in class, you
should conduct your own independent research to find material for this assessment. However, your comment should focus on topics discussed from Weeks 1 to week 4.
Two documents have been uploaded on the Course Resources page under the Assessment 1 heading – the case itself, and an article which gives some background to the case.
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