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    PracticeACCAACCA LW — Corporate and Business Law Practice Exam 6Question 16
    Medium2 marksMultiple Choice
    Management, administration and the regulation of companiesManagement, administration and the regulation of companiesDirectors

    ACCA · Question 16 · Management, administration and the regulation of companies

    Section A

    Under the Companies Act 2006, what is the statutory procedure for shareholders to remove a director before the expiration of their period of office?

    Answer options:

    A.

    By passing a special resolution at a general meeting.

    B.

    By passing an ordinary resolution at a general meeting, requiring special notice.

    C.

    By a unanimous written resolution of all shareholders.

    D.

    By a majority vote of the board of directors.

    How to approach this question

    Recall the specific statutory provision (s.168) that gives shareholders the ultimate power to remove directors, and the procedural safeguards attached to it.

    Full Answer

    B.By passing an ordinary resolution at a general meeting, requiring special notice.✓ Correct
    Section 168 of the Companies Act 2006 allows shareholders to remove a director by an ordinary resolution (simple majority) at a general meeting. However, 'special notice' of 28 days must be given to the company before the meeting, and the director has the right to be heard at the meeting.

    Common mistakes

    Thinking a special resolution is required, or that directors can vote to remove a fellow director.
    Question 15All questionsQuestion 17

    Practice the full ACCA LW — Corporate and Business Law Practice Exam 6

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