Commentary

99.2 Other limitations on amending the articles

BUSINESSES vol 4(2) start-up, sale and purchase
| Commentary

99.2 Other limitations on amending the articles

| Commentary

99.2 Other limitations on amending the articles

Another limitation on amending the articles arises from the nature of the statutory contract based on the articles. A shareholder can only enforce this statutory contract where there has been a breach of terms relating to his personal rights as a shareholder1. There may be some doubt as to whether all of the rights which the parties may wish to introduce into the articles for the purposes of minority protection would fall into this category2. A shareholders’ agreement, on the other hand, is a normal type of contract and, where there is a

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