Do shares represent the holder's ownership of the company's assets?
We can identify 3 functions for shares:
Fraction of the legal capital of the company
Represent company's property
Measure investor's interest
Being a type of property
Enjoyment of rights and interest of directors
To ha allotted shares we need to do the following:
register the name of the investor in the company's register of members
contract between company and investors to sell shares
shareholder acquires the legal title to the share
the investor acquired the right to be included in the company's register
what is the nominal capital?
The actual monetary value of your share
The maximum amount of shares the company can rise without formalities
The value of the shares alloted by the company without premium
Could a company issue a share at a discount? (Ooregum Gold Mining)
Yes
No
Exception where rescission CAN'T be applied (Oakes): mark 3
Parties cannot be restored to their original position
The contract has been affirmed
Directors' interests are at stake and will be affected
The allottee waited too long after discovering the misrepresentation
An order of a re-selling has been made
Ordinary shares don't entitle you to vote. Only Preference shares.
Members who hold at least X % of the shares of the class being varied have the right to object within 21 days
5%
10%
15%
20%
If you are a member but you aren't attached to any class right. The rights and benefits conferred to the individual as a member but not attached to any particular class of shares qualify as class rights.
(Greenhalgh v Arderne Cinemas) subdividing a share, meaning that the owners will have more voting power is:
An alteration of class right
An alteration of enjoyment of rights
If a genuine share certificate happens to be an erroneous statement, it's not enforceable (San Francisco)
