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In order to answer to the above question, the following distinctions need to be made. 1. Management and control of the business of the company Vs. Shareholders control of the company the company through their votes at general meetings, while the board of directors exercises control of the business of the company by its management. A long line of authorities supports this. The board of directors exercises the central management and control of the business, while the shareholders exercise the control of the company. The above principle is also specifically adopted in our Companies Law Cap 113, Table A, section 80, subject to any

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