Company Decision Making Flashcards
(23 cards)
S. 29 CA 2006
Special resolutions
S. 30 CA 2006
o Copies of resolutions or agreement must be forwarded to register within 15 days
Committed by the company or officer
S. 77 CA 2006
o Company may change name by special resolution
S. 188 CA 2006
o Long term service contracts more than two years
Resolution of members
May be done by written resolution
S. 281(3) CA 2006
o Where CA requires solution resolutions but does not specify the kind an ordinary resolution is required
S. 282 CA 2006
o Ordinary resolution
Simple majority (show of hands)
Written and full equal majority based on voting rights
S. 283 CA 2006
o Special resolutions
75% majority
Written and pull equal majority 75% based on voting rights
S. 284 CA 2006
o Voting right -> one vote in respect of each share or each 10 pound stock held
S. 302 CA 2006
o Directors have power to call general meetings
S. 307 CA 2006
o Annual general meetings have to have 21 days notice
o General meetings have to have 14 days notice
o Shorter notice must be agreed by majority next line in private companies this is 90%, in public companies this is 95%
S. 318 CA 2006
o 2 qualifying persons need to be present to be quorate
S. 321 CA 2006
o Right to demand a poll unless excluded on election of chairman an adjournment of meetings
S. 360 CA 2006
o Clear days
Excludes day of meeting
Excludes day on which notices given
S. 1159 CA 2006
o Relocation from one part of the UK to another councils closing of 1 branch and opening of another
Browne v La Trinidad 1887
- Reasonable notice must be given before board meetings
o This must be the usual notice.
MA 7
Director decision
o Using majority or MA 8
MA 8
o Unanimous decision
Unless not quorate
MA 9
o Calling a directors meeting Must give notice Proposed date and time Where it takes place If not together then the method of communication o Need not be in writing
MA 11
o Quorum for directors meetings
o Never less than two
Otherwise may only call general meeting to appoint more directors or
Appoint more directors
MA 13
o Chairman has casting vote
o Not to be involved in decision making process
MA 17
o Method of appointing director
Ordinary resolution
Decision by directives
MA 42
o General voting
o Show of hands unless poll demanded
MA 44
May call for a poll