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    PracticeACCAACCA LW — Corporate and Business Law Practice Exam 3Question 45
    Hard1 markMultiple Choice
    Syllabus E: Capital and the financing of companiesSection ACorporate and Business Law

    ACCA · Question 45 · Syllabus E: Capital and the financing of companies

    If a company wishes to vary the rights attached to a specific class of shares, what is the standard requirement under the Companies Act 2006, assuming the Articles do not specify otherwise?

    Answer options:

    A.

    Consent in writing from the holders of at least 75% in nominal value of the issued shares of that class, or a special resolution passed at a separate class meeting.

    B.

    An ordinary resolution passed at a general meeting of all shareholders.

    C.

    Approval by the board of directors.

    D.

    Consent from 100% of the shareholders of that class.

    How to approach this question

    Identify the statutory protection mechanism for class rights.

    Full Answer

    A.Consent in writing from the holders of at least 75% in nominal value of the issued shares of that class, or a special resolution passed at a separate class meeting.✓ Correct
    To protect shareholders holding a specific class of shares (e.g., preference shares), their rights cannot be varied without their consent. Section 630 of the Companies Act 2006 requires either written consent from 75% of the class by value, or a special resolution (75%) passed at a separate meeting of the holders of that class.

    Common mistakes

    Assuming a general meeting of *all* shareholders can vote to change the rights of a specific *class* of shares.
    Question 44All questionsQuestion 46

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