Reference no: EM131795501

Peter and Pyne are members of Discord Ltd, a public company limited by shares. They hold 6 percent of the company's issued share capital. They are strongly of the view that John, one of the directors of the company, should be immediately removed. However, Peter and Pyne
are aware that John has support among the other directors, who will prevent the board of directors convening a meeting to consider John's removal. The Replaceable Rules of the company provide that a director shall not be removed before the expiration of his/her term of office without the authority of a special resolution of the company.

(i) Advise the procedure to be followed by Peter and Pyne to convene a general meeting of shareholders to remove John as a director of the company; and

(ii) Advise the nature of the resolution to be passed, and the notice required to be given for convening a meeting of shareholders, for the removal of John a director of the company.

(iii) Assume that Peter and Pyne are successful in their bid to remove John and the board agrees toappoint Fred in his place. Discuss the power of the board to appoint new directors.