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XYZ plc has recently acted in breach of its contract with ABC Ltd.

XYZ plc has recently acted in breach of its contract with ABC Ltd. The breach caused ABC Ltd to lose several thousand pounds. The board of ABC Ltd has resolved not to proceed against XYZ plc, as it believes that the time and expense involved would be disadvantageous to the company. A number of ABC Ltd shareholders are dissatisfied with the board's decision.

 

Which of the following is INCORRECT?

A.

Individual shareholders cannot interfere with the board's decision.

B.

If the shareholders pass an ordinary resolution requiring the board to proceed against XYZ plc, the board will be obliged to comply with the resolution.

C.

If the shareholders are dissatisfied with the directors they may vote to remove them from office.

D.

If the directors are removed from office, they may be entitled to damages for breach of their service contracts.

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