9 - Company Meetings & Decisions

    Cards (10)

    • A public company must pass resolutions at a meeting. A private company can pass resolutions at a meeting or via written resolutions.
    • Ordinary resolutions require a simple majority to pass. Special resolutions require a majority of 75% to pass.
    • The following have the power to call general meetings:
      1.        The Directors
      2.        Members representing 5% of paid up share capital
      3.        The Court
    • Notice of a general meeting should be sent to every member, every director and the auditor of the company.
    • The general rule is that 14 clear days notice is required for a meeting. For the AGM of a public company, this is 21 clear days. Traded companies also require 21 clear days, subject to.
    • The following persons may demand a poll, in accordance with model articles:
      ·        The Chair
      ·        The Directors
      ·        Two or more persons having the right to vote on the resolution
      ·        Person(s) representing not less that one tenth of the voting rights of all shareholders having the right to vote on the resolution
    • For Proxies attending meetings of traded companies, the appointment of the proxy must be in writing.
    • A private company does not need to hold an AGM, but it can do so. A private traded company is required to hold an AGM.
    • A public company must hold an AGM every year within six months of the day following its accounting reference day. This is increased to nine months for a traded company.
    • The Chair has the power to adjourn a meeting.
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