In terms of section 73(1) of the South African Companies Act, 2008 (as amended), a director authorised by the board of a company may call a board meeting at any time. However, where a dispute between the directors has arisen, it may be possible to frustrate the calling of board meetings as the board has to authorise a director to call a board meeting.
It is therefore important to ensure that your Company’s MOI authorises any director to call a board meeting on reasonable written notice to the other directors specifying the date, time and venue for such a board meeting (over and above that provided for in section 73(1)).
That way, you can be sure to call board meetings even when a dispute between the directors has arisen, and it will not be possible to frustrate the calling of the same (save on the basis that the notice given is unreasonable).