Chapter 14 - Members meetings & Resolutions Flashcards

1
Q

What is the default quroum for a company meeting and where is this rule found?

A

2 members (unless it is a sole member company - s 318 CA)

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
2
Q

Which companies are required to hold AGMs?

A

Public companies.

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
3
Q

Identify 3 ways in which the rules governing the holding of an AGM differ from other general meetings.

A
  • minimum notice for AGM is 21 days (compared to 14 for GM)
  • unanimous consent for short notice of an AGM is required
  • ## notice of members’ resolutions must be circulated to all members if requested by a member with 5% voting rights or 100 members
How well did you know this?
1
Not at all
2
3
4
5
Perfectly
4
Q

When may and when must the directors convene a general meeting?

A

If requested by members holding at least 5% of the company’s paid up capital.

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
5
Q

What is the minimum notice period for an AGM and a general meeting?

A

21 and 14 resprectively

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
6
Q

Identify four resolutions for which special notice is required.

A

1 To remove a director pursuant to s 168
2 To appoint someone in the directors’ place at the removal meeting
3 To remove an auditor
4 To appoint a new auditor

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
7
Q

For how long must records of company meetings and resolutions be kept?

A

At least 10 years

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
8
Q

Apart from resolutions passed at meetings, how can company decisions be made?

A

Written resolutions

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
9
Q

What proportion of votes is needed to pass ordinary and special resolutions?

A
Ordinary = 50% +1
Special = 75%
How well did you know this?
1
Not at all
2
3
4
5
Perfectly
10
Q

Which companies are entitled to use the written resolution procedure?

A

Private companies

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
11
Q

What is the Duomatic principle?

A

The principle that members of the company may unanimously reach a decision without the need for compliance with formal procedures.

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
12
Q

What powers may be exercised by a corporate representative?

A

The same powers as if they were an individual member.

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
13
Q

What rights may a member appoint a proxy to exercise?

A

The rights to attend, speak and vote at the meeting.

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
14
Q

In what circumstances may a proxy vote both for and against a resolution?

A

Where the proxy is acting for multiple members who have differing views.

How well did you know this?
1
Not at all
2
3
4
5
Perfectly
15
Q

Which companies must permit proxies to be appointed by lodging a proxy form electronically?

A

Traded companies, as per the

How well did you know this?
1
Not at all
2
3
4
5
Perfectly