Can I be removed as a director without my consent?
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Can I be removed as a director without my consent?

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11.06.2026

I’m a director and minority shareholder of a company in Malta, and the other shareholders, who together hold a majority, are now threatening to remove me from my director position after a disagreement over business strategy. Can they actually do this without my agreement?

Site Administration 13.06.2026
reply date: 13.06.2026

Yes, in most cases shareholders holding the required majority can remove a director without that director's consent, since Maltese company law generally allows shareholders, through an ordinary resolution passed at a general meeting, to remove a director before the end of their term, subject to whatever specific procedure is set out in your company's articles of association and the notice requirements under the Companies Act, Chapter 386 of the Laws of Malta. You are typically entitled to receive proper notice of the meeting where your removal will be proposed and to make representations, either in writing or in person, before the vote takes place, so it is worth checking carefully whether the correct procedure and notice periods specified in your articles are actually being followed, since a procedural defect could potentially be challenged. Being removed as a director does not automatically affect your separate rights as a shareholder, such as your shareholding itself or entitlement to dividends, which are governed independently. If you believe the removal is being used as a tool to unfairly sideline you as a minority shareholder more broadly, you may also have separate grounds to explore relief for unfairly prejudicial conduct.

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