companies: ownership and management Flashcards

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1
Q

when must public companies hold an AGM?

A

once a year in the 6 months after year end

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2
Q

how much notice is required to hold an AGM?

A

21 days, unless all members agree to less

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3
Q

when is a general meeting held?

A

when requisition is received from someone who has the right to do so, or
for public companies, if there is a serious loss of capital

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4
Q

how much notice is required to hold a general meeting?

A

14 days, unless 90% agree to less

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5
Q

how much notice is required to hold a class meeting?

A

14 days

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6
Q

what decisions can be made via written resolution?

A

all decisions in private companies apart from removal of a director or auditor

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7
Q

ordinary or special resolution: appointment of the auditor

A

ordinary

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8
Q

ordinary or special resolution: appointment of directors

A

ordinary

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9
Q

ordinary or special resolution: ratification of breach of duty by directors

A

ordinary

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10
Q

ordinary or special resolution: new issue of shares

A

ordinary

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11
Q

ordinary or special resolution: subdivision or consolidation of shares

A

ordinary

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12
Q

ordinary or special resolution: redemption of redeemable shares

A

ordinary

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13
Q

ordinary or special resolution: voluntary liquidation if so provided for in the articles

A

ordinary

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14
Q

ordinary or special resolution: application for appointment of administrator

A

ordinary

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15
Q

ordinary or special resolution: approval of a CVA by members

A

ordinary, but special resolution is required by creditors

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16
Q

ordinary or special resolution: re-registration of an unlimited company to a limited company

A

special

17
Q

ordinary or special resolution: change of company name

A

special

18
Q

ordinary or special resolution: change of the articles of association

A

special

19
Q

ordinary or special resolution: voluntary liquidation if not provided for in the articles

A

special

20
Q

ordinary or special resolution: change of class rights

A

special

21
Q

ordinary or special resolution: disapplication of statutory pre-emption rights

A

special

22
Q

ordinary or special resolution: reduction of share capital

A

special

23
Q

ordinary or special resolution: use of permissible capital payment

A

special

24
Q

ordinary or special resolution: removal of director

A

ordinary resolution with special notice

25
Q

ordinary or special resolution: removal of an auditor

A

ordinary resolution with special notice

26
Q

ordinary or special resolution: re-registration of limited company to unlimited

A

neither - 100% approval required

27
Q

who is bound by the company’s constitution?

A

shareholders and the company itself