Resolutions

Definition

Resolutions are the way in which companies take decisions. They are voted on by the members in person or by proxy.

Types of resolution

Procedure at meetings

A quorum is the minimum number of members that needs to be present at a meeting in order to validate business. It is generally two persons who can be members or proxies.

Voting is by a show of hands initially, unless a poll is demanded. A show of hands means one member one vote, irrespective of the number of shares held.

A poll may be demanded by members holding at least 10% of the total voting rights (or by not fewer than 5 members having the right to vote on the resolution). A poll means one vote per share. The result of a poll replaces the result of the previous show of hands. Quoted companies must publish the results of polls on their website.

Members have a statutory right under s 324 CA06 to appoint one or more persons as their ' proxy '. A proxy can attend meetings, vote and speak on behalf of the member for whom he is acting.

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Tags:	resolution;special resolution;ordinary resolution;written resolution