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SQE Business Law & Practice > Resolutions > Flashcards

Resolutions Flashcards

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1
Q

Change to a company name

A

Special Resolution
NM1
Fee

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2
Q

Change of trade name

A

Board resolution

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3
Q

Change of registered office

A

Board resolution

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4
Q

Change to model articles

A

Special resolution filed 15 days

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5
Q

What resolutions can directors make?

A

Board resolutions

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6
Q

What resolutions can members make?

A

Ordinary & Special resolutions

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7
Q

To call a general meeting

A

Board resolution

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8
Q

To implement a decision from the general meeting to deal with admin/filing matters

A

Board resolution

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9
Q

For a board resolution to be made what is the number needed?

A

Simple majority if a deadlock chairman has casting vote

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10
Q

Suspend or relax the general rule that directors cannot vote when they have a personal interest

A

Ordinary resolution

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11
Q

What majority is needed for an OR?

A

More than 50% of shareholders votes

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12
Q

What majority is needed for a SR?

A

75% or above of shareholders votes

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13
Q

Which exception to an ordinary resolution needs to be filed?

A

Issue of shares

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14
Q

Which resolution needs to be filed with companies house every time?

A

Special resolution

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15
Q

How long does SR need to be filed with companies house?

A

15 days

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16
Q

Change accounting reference date

A

Board resolution

17
Q

Appointment of a non executive director

A

OR of shareholders
BR of directors

18
Q

Appointment of a executive director

A

Board Resolution

19
Q

Breach of a Conflict of Interest

A

Board Resolution

20
Q

Shareholders can ratify a breach of a fiduciary duty

A

Ordinary Resolution

21
Q

SHs approval for Ds contracts of of a fixed term of 2 years or more

A

Ordinary Resolution

22
Q

Substantial Property Transactions

A

Ordinary Resolution

23
Q

Loans made to directors of more than 10k

A

Ordinary Resolution

24
Q

Payments to directors for loss of office
(Termination of role) over £200

A

Ordinary Resolution

25
Q

Removal of a Director

A

Ordinary Resolution

26
Q

Remove a company secretary

A

Board Resolution

27
Q

What can a SH do with 50% of shares

A

Block an OR

28
Q

What can a SH do with 75% shares

A

Pass a Special Resolution

29
Q

What can a SH do with more than 50% shares

A

Pass an OR

30
Q

What can a SH do with more than 25% of shares

A

Block a Special Resolution

31
Q

Who can consent to short notice of a GM meeting

A

Majority in number holding at least 90% of voting shares

32
Q

Who can demand a poll vote

A

Any two voting members
Or
SHs holding at least 10% of voting shares

33
Q

Who can refuse to consent to a short notice GM

A

SH who has more than 10% shares

34
Q

Who can circulate a written resolution

A

SH with 5% or more voting rights

35
Q

Who can requisition a GM

A

A SH with 5% shares

SQE Business Law & Practice (2 decks)

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