Clash between Directors interest and public interest

ArchAngel (Corporate Affairs Enthusiast)   (118 Points)

23 May 2011  

Dear Experts,

A company having 5 members A, B, C, D and E each share 20% each.  A, B and C are the directors.

As the time goes by, B and C became a group and did activities against others interest.

Seeing his ineffectiveness in the director board, A wanted to make D and E also the directors, so that the director interest and public interest will be almost the same.

 

This is a private company.

Now, how can D and E become directors? To consider them for directorship at a General meeting, the board has to first approve the meeting agenda..right? In this case, since B and C are against others, the existing directors may not approve the agenda for making D and E directors.

 

In this case, what is the solution to keep the majority interest.

 

Thanks and Regards,

ArchAngel