Variation of class rights under CA 2006, S. 630…

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    artbenis
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    requires approval of a written special resolution amending the rights attached to a class by a 75% written approval of the holders in that class.

    It does not say that the variation requiring such class approval pertain exclusively to rights attached to that class.

    But is that implied?

    To take an example, assume
    a private limited company with ordinary and B nonvoting shares,
    no provision in its Articles regarding share certificates,
    a written special resolution is presented to amend the Articles by removing the rights of all members to receive share certificates (under CA 2006, S.776).

    This resolution affects the rights attached to both the ordinary and B shareholders to receive certificates.

    Do the B shareholders have the right to approve this resolution as a class?

    Or do B shareholders have the right to approve resolutions by voting shareholders that vary only their B class rights and not the rights of other classes (such as a resolution to pay no dividends to class B shareholders)?

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