In 2008, Dee, Fi, Gee and Ki formed a private limited company to pursue chemical research. They each took 100 shares in the company and each of them became a director in the company. The articles of association of the company were drawn up to state that Dee, a qualified accountant, was to act as the company secretary for a period of five years, at a yearly salary of £20,000. In May 2012, Fi, Gee and Ki discovered that Dee had passed on some research results to a rival company. As a consequence, Fi, Gee and Ki propose the following measures:
(a) to remove Dee from the board of directors;
(b) to dismiss Dee from her post as company secretary without any payment for the work she has already done, in spite of Dee’s claim that she has a contract of employment by virtue of the articles of association and that she cannot be removed before the five-year period is completed;
(c) to alter the articles of association to require Dee to sell her shares to them.
Required: Advise Fi, Gee and Ki as to the legality of the above proposals and how they may be achieved.