2. Can Do Sdn Bhd (henceforth CD) was incorporated more than 3 years ago. It is a closely knit family business. Three brothers X, Y and Z are the directors of the company. All the shares in the company are held by the 3 directors and their immediate family members. Clause 9 of the company's constitution provides that the directors might in their absolute discretion refuse to register any transfer of shares. Recently, X made a decision to transfer his shares to 2 of his children, O and P and an application was made to the board of directors for this purpose. i. ii. Y and Z have refused to register the transfer to O as they dislike O and consider this an opportunity to increase their shareholding in the company. Y and Z offered instead to buy over the shares at a price fixed by them but didn't provide any reason of refusal to register the transfer to O. As for the transfer to P, Y and Z have not made any decision to date. Two (2) months have passed since the date on which the transfer was lodged with the company. Advise the parties as to their respective legal positions. Issue: The issue here is whether: Y and Z can refuse to transfer the shares to O? Y and Z can refuse and /or delay the transfer of shares to P for more than 2 months

2. Can Do Sdn Bhd (henceforth CD) was incorporated more than 3 years ago. It is a closely knit family business. Three brothers X, Y and Z are the directors of the company. All the shares in the company are held by the 3 directors and their immediate family members. Clause 9 of the company's constitution provides that the directors might in their absolute discretion refuse to register any transfer of shares. Recently, X made a decision to transfer his shares to 2 of his children, O and P and an application was made to the board of directors for this purpose. i. ii. Y and Z have refused to register the transfer to O as they dislike O and consider this an opportunity to increase their shareholding in the company. Y and Z offered instead to buy over the shares at a price fixed by them but didn't provide any reason of refusal to register the transfer to O. As for the transfer to P, Y and Z have not made any decision to date. Two (2) months have passed since the date on which the transfer was lodged with the company. Advise the parties as to their respective legal positions. Issue: The issue here is whether: Y and Z can refuse to transfer the shares to O? Y and Z can refuse and /or delay the transfer of shares to P for more than 2 months