C16 - Company Meetings And Resolution Flashcards
Class meeting
Frequency - rights of holders of class varied
Agenda - notice will state purpose
Notice - 14 days min, can be waived
AGM
Frequency - 18mths of incop, interval not exceed 15 mths
Agenda - approve accounts, considerations, declare dividends
Notice - 21 days unless waived
Notice of meeting
Instruction of directors and sent to
Entitled members
Auditors
Directors
Chairman
Roles - preside over proceeding
Duties - meeting property convened, order/harmony, sign minutes, declare vote result
Quorum - min amount of people present, set out in articles
Casting vote
2nd vote by chairman of equality of votes
Voting
Ballot Show of hands Poll Division Voice
Resolution
Special - 75% to pass, purchase shares, name change
Ordinary - majority to pass. Remove/appoint auditor
Ordinary with special note - 28 days notice to remove director/auditor
Written (private only) - pass by signatories, gained in 21 days
Directors meeting
Chairman
Appointment by articles
Manage BM, facilitate discussion
2nd casting vote
Directors meeting
Notice
Common law - directors act reasonable notice
Given to director absent from U.K.
Orally/writing
Directors meeting
Agenda
Follow order of things
1 week before
Apologies, precedent mins, matters arising, transaction
Directors meeting
Voting
Based in common law
Director 1 for unless articles state otherwise
Show of hands
Minutes
Approve prev mins
Chairman
Apologies
Attendees
Date/time of meeting
Name of company
Chairman signature
