Removal of directors: shareholders may remove a director by ordinary resolution after a reasonable opportunity to be heard. Removal of directors by ordinary resolution requires giving the director a reasonable opportunity to be heard, subject to an exception for companies using proportional representation; special notice is required for resolutions to remove or to appoint in place of a removed director, the company must notify the director and the director may make representations to be sent or read to members unless the Tribunal finds abuse, vacancies may be filled at the meeting or as casual vacancies, and contractual compensation rights and other statutory removal powers are preserved.