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Commonly Asked Questions about Corporate Resolutions and Notices

A resolution shall be an ordinary resolution if the notice required under this Act has been duly given and it is required to be passed by the votes cast, whether on a show of hands, or electronically or on a poll, as the case may be, in favour of the resolution, including the casting vote, if any, of the Chairman, by
A special resolution is only for exceptional cases. These include when the company wants to change its name, windup, change its constitution or when outlining the powers and responsibilities of an appointed liquidator. Whats the Difference Between an Ordinary and Special Resolution? Lawpath blog whats-the-difference-bet Lawpath blog whats-the-difference-bet
Ordinary Resolutions Before passing an ordinary resolution, all shareholders must be given 14 days written notice. During the meeting, shareholders must pass their votes with a simple raising of hands or through a poll, with the resolution considered to be passed when it acquires at least 50% of the total votes.
Resolutions requiring special notice and special resolutions are different from each other. The former is a procedure preceding the presentation of resolution proposed by certain members for approval of members at general meeting while the latter is a type of resolution passed under section 114 of the Act. Resolutions requiring special notice (Sec 115) - ICSI ICSI Portals GeetaSaar69 ICSI Portals GeetaSaar69 PDF
Special resolutions require a 75% majority and usually concern a companys constitution or other important decisions (including, dis-applying pre-emption rights, reducing share capital and changing the companys articles or name). Special and Ordinary Shareholders Resolutions - Simply Docs Simply Docs Special-and-Ordinary-Resolut Simply Docs Special-and-Ordinary-Resolut
In the context of notice given for the general meetings of a company, special notice will be required at a general meeting at which resolutions are proposed to remove a director from office (or appoint somebody in place of a director so removed at the same meeting); remove an auditor from office; and appoint auditors
Special resolutions are typically required for matters such as making docHub changes to a companys articles, altering the companys name, approving certain types of corporate transactions (e.g., mergers or acquisitions), authorising share buybacks or reductions, and winding up or liquidating the company. What is a special resolution? - LawBite LawBite resources blog what-is-a- LawBite resources blog what-is-a-
Corporate resolutions provide a paper trail of the decisions made by the board and the executive management team. Decisions made via a corporate resolution include changes to a dividend policy, executive compensation, and the issuance of debt.