Section 301 - Unanimous agreement by shareholders

(1) Where all shareholders of a private company agree to or concur in any action which has been taken or is to be taken by the company

(a) the taking of that action is deemed to be validly authorised by the company despite any provision in the registered constitution of the company; and

(b) the provisions in any of the constitutions referred to in the Second, Third and Fourth Schedules shall not apply in relation to that action.

(2) Without limiting the matters which may be agreed to or concurred in under subsection (1), that subsection shall apply where all the shareholders of a private company agree to or concur in

(a) the issue of shares by the company;

(b) the making of a distribution by the company;

(c) the repurchase or redemption of shares in the company;

(d) the giving of financial assistance by a company for the purpose of, or in connection with, the purchase of shares in the company;

(e) the payment of remuneration to a director, or the granting of a loan to a director or a member or the conferral of any other benefit on a director or member;

(f) the making of a contract between an interested director or a member and the company;

(g) the entry into a major transaction; or

(h) the ratification after the event of any action which could have been authorised under this section.