Pizza Boys Pty Ltd (PBPL) is an unlisted company running a successful pizza shop. There are five directors. Its managing director is Salvatore, and its other directors are his sisters, Gabriella and Azzurra, and their husbands, Tom and Bob. Salvatore manages the company day by day, and the other four are non-executive directors with full time professional jobs elsewhere. The shares in PBPL are held as follows: 55% is owned by MammaMia Pty Ltd, and the remaining 45% is owned in five equal portions by the five directors. MammaMia Pty Ltd is solely owned by Maria, the mother of Salvatore, Gabriella and Azzurra. PBPL is governed by the replaceable rules.
Salvatore wants to branch out into pizza delivery through the use of cheap student labour. The idea has been discussed generally at family dinners. Gabriella and Tom are keen but Azzurra and Bob think it is a bad idea. Salvatore decides to convene a board meeting to put a formal resolution that PBPL start pizza delivery, but he fails to advise Azzurra and Bob that the meeting is being held. The board resolution is passed by Salvatore, Gabriella and Tom.
- Azzurra and Bob find out about the board meeting and they are not happy about the pizza delivery resolution. With reference to the law, advise them about whether they have any grounds to have the board resolution set aside.
- Assume now that the resolution has not been set aside and that the company commences the pizza delivery business. PBPL buys ten scooters with pizza carriers on the back from Zippy Pty Ltd. The scooters cost more than expected, and the company does not have enough money to cover this debt. The company decides to issue preference shares to various family members to raise the money. What must the company do first before issuing the shares?
- Assume for the purpose of this question only that Gabriella and Tom are unhappy with some aspects of the company’s management by Salvatore. Azzurra and Bob agree. What are some of the options available to Gabriella, Azzurra, Tom and Bob?
Do you want your assignment written by the best essay experts? Then look no further. Our teams of experienced writers are on standby to deliver to you a quality written paper as per your specified instructions. Order now, and enjoy an amazing discount!!
