Chapter 9 - Company Meetings and Decision Making Flashcards
(13 cards)
How do companies make decisions?
Through resolutions passed at general meetings or by written resolution. The type of resolution (ordinary or special) depends on the matter being decided.
What is the difference between an ordinary and special resolution?
An ordinary resolution requires a simple majority (>50%), while a special resolution requires at least 75% of the votes cast.
What is the unanimous assent rule?
If all members entitled to vote agree to a decision informally, it may be valid even without a formal resolution.
What are the requirements for calling a general meeting?
Notice must be given to all members, stating the time, place, and general nature of the business. The default notice period is 14 days.
What is a class meeting?
A meeting of a specific class of shareholders (e.g preference shareholders) to approve changes affecting their rights.
How can companies encourage member engagement?
Through clear communication, accessible meetings, and mechanisms for feedback participation.
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Ordinary Resolution
Passed by a simple majority of votes
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Special Resolution
Requires at least 75% of votes to pass.
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Written Resolution
A resolution passed without a meeting, used in private companies.
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General meeting
A formal meeting of members to make decisions.
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Class Meeting
Meeting of a specific class of shareholders.
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Unanimous Assent
Informal agreement by all members that may be valid.
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s.281 CA 2006
Defines types of resolutions and their requirements