ACCA LW ^Eng Syllabus F. Management, Administration And The Regulation Of Companies - The Procedure For Calling And Conducting Company Meetings - Notes ^{3 / 3}

Members' Rights

1. To call a GM – requiring 5% of share capital

   Then the directors must call a meeting within 21 days 
   The meeting must then be held within 28 days of that call

2. To put something on the Agenda – needs 5%, or 100 members holding an average £100 of shares each

3. To vote – subject to their class rights

Conduct of Meetings

1. Voting Normally a show of hands

2. Proxies Appointed by any member (unable to attend) to speak and vote at meetings

3. Chairman Any member - must act bona fide

4. Quorum Minimum number present to be legal. The model articles sets at one for single member companies, and two for all others

5. Minutes Must be available for public inspection and kept for 10 years

6. Special Notice For removing a director or auditor

   28 days notice required 

   So ordinary resolution with special notice to all of the members and the relevant director or auditor

Electronic communication

If members agree... use e-mail, notifications on the company's website for:

1. Notice of meetings

2. Members' requests for resolutions/meetings

3. Hosting board meetings (if directors in different locations)

4. Public companies must display the results of polls on their website

5. Members consenting to a written resolution