2014年ACCA考试F4公司法与商法第二十章总汇3

Type of resolution

Notice required

Majority required

Filing requirements

Ordinary

14 clear days

Over 50% of votes cast at the meeting

Not normally filed at Companies House except:
(i) increase of authorised share capital;
(ii) authority to directors to allot shares;
(iii) revocation of an elective resolution.

Special

21 clear days

At least 75% of the votes cast at the meeting

All special resolutions must be filed.

Extraordinary

14 clear days

At least 75% of the votes cast at the meeting

All extraordinary resolutions must be filed.

Elective

21 clear days or less if ALL agree to short notice

100% approval of those entitled to attend and vote at the meeting

All elective resolutions must be filed. They may be used to dispense with the need:
(i) to hold an AGM;
(ii) to lay accounts and reports before the company in general meeting;
(iii) to appoint auditors annually;
(iv) to give directors’ power to allot shares for longer than five years and
(v) to reduce to 90% the majority needed for short notice.