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Mr Philip Gillyon (instructed by Messrs. Gouldens) for the Claimants. Mr. David Chivers QC (instructed by Messrs. Herbert Smith) for the first and second Defendants. Mr. David Mabb QC and Mr. Leon Kuschke (instructed by Messrs. S.J. Berwin) for the third Defendant. Hearing dates : 4th ,5th, 6th,7th,10th,11th,12th,13th, 14th, and 21st February 2003 ____________________
A very substantial number of the bonus shares were allotted to shareholders whose shares were not paid up, namely (a) 200 shares issued in April 1999 and (b) 110,320 shares issued in November 1999;
The issue of bonus shares was not approved by a resolution of, or otherwise authorised by, the shareholders of the Company;
In these circumstances, the bonus issue and the allotment of some or all of the bonus shares were invalid and void.
The attached draft letter was identical to the disputed letter, save that there were certain immaterial gaps to be filled in, e.g. the date, the address of ETD, and, in the body of the letter, the date of the "oral agreement" referred to in the first sentence.
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Common Room
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