Length of notice - meetings and resolutions, Business Law and Ethics

Length of Notice - Meetings and resolutions:

S.133(1) provides that any provision of a company's articles shall be void in so far as it provides for the called of a meeting of the such company (other than an adjourned meeting) by a shorter notice than 21 days.  The notice must be in writing. 

S.133(2) provides that, except in so far as the articles of a company make other provision in that behalf (not being a provision avoided by S.133(1), a meeting of the company (other than an adjourned meeting) may be called giving twenty-one days notice in writing.  This in effect means that a company's articles may provide for a longer period of notice than twenty-one days but cannot provide for a shorter period.

By S.133(3) a meeting of a company, if called by a shorter period of notice than that prescribed in S.133(1) or by the company's articles, shall be deemed to have been duly called if it is so agreed -

a)      in the case of the annual simple meeting, through all the members entitled to attend and vote at the meeting; and

b)      and also with in the case of any other meeting, by a majority in number of the members having a right to attend and vote at the meeting, being a majority together holding not less than 95% in nominal value of the shares giving a right to attend and vote at the meeting; or in the case of a company not having a share capital, a majority together representing no less than 95% of the total voting rights at that meeting of all the members.

It was explained in Re: Pearce Duff & Co. Ltd that the mere fact all the members are present at the meeting and pass a particular resolution, either unanimously or by a majority holding 95% of the voting rights, does not imply consent to short notice.  Anyone who voted for the resolution can therefore change his mind afterwards and challenge it.

Posted Date: 1/12/2013 5:31:05 AM | Location : United States







Related Discussions:- Length of notice - meetings and resolutions, Assignment Help, Ask Question on Length of notice - meetings and resolutions, Get Answer, Expert's Help, Length of notice - meetings and resolutions Discussions

Write discussion on Length of notice - meetings and resolutions
Your posts are moderated
Related Questions
Incorporation  Osborne's "Concise Law Dictionary" defines incorporation as a "merging together to form a single whole; conferring legal personality upon an association of indi

Question 1: a. Social responsibility is the duty to do what is best for the good of society. Critically analyze the ethical obligations of a business are toward the society.

Part A A director has a duty to exercise care, skill and diligence at common law and also a statutory duty of care and diligence under s180 (1) Corporations Act 2001 (Cth) in c

What are the main sources of European Law? There are three main sources of EU (European) law: a. Primary legislation: It is the Treaties of Rome and Paris that initial

QUESTION (a) In scientific ethics, list four fundamental principles of scientific research? (b) Give five differences between law and ethics (c) When does a ‘Conflict of

Self-Confidence: Entrepreneurs are self-confident and tackle problems immediately with confidence and are persistent in the pursuit of their objectives. Most are at their best in

Representative action: Where individual shareholders have suffered personal loss in addition to the injury to the company one shareholder may bring a representative action on

What are the aspects  of  immunity  from  jurisdiction There  are  various  aspects  of  immunity  from  jurisdiction  and  state jurisdiction is often misunderstood with act o

Question 1: (a) Who is a director of a company and describe how he may be appointed. (b) What are the duties owed by directors under the Companies Act 2001? Question 2

State the International policy coordination In an international context governments can, in theory, offset adverse spillover effects originating from other nations. With fewer