Scott J stated that rights or benefits conferred by a company’s articles of association can be classified into three distinct categories.
1.Rights or benefits which are annexed to particular shares such as dividend rights, and rights to participate in surplus assets on a winding-up. Where the articles provide that particular shares carry particular rights, these are class rights for the purposes of section 125 CA 1985.
2.Rights or benefits that, although contained in the articles, are conferred on individuals not qua members or shareholders but, for ulterior reasons, are connected with the administration of the company’s affairs.
3.Rights or benefits that, although not attached to any particular shares, are conferred on the beneficiary in his capacity as member or shareholder in the company