Procedures and documents

Company resolutions

Many company procedures require resolutions to be passed by both the directors and the shareholders. The procedures and legal requirements are different.

Directors' resolutions are always passed by a simple majority of those directors voting (unless there is something very unusual in the company's articles or a shareholders' agreement in place). It does not matter how many shares a director has, each director has one vote.

When voting on shareholders' resolutions, each shareholder is entitled to exercise the number of votes attached to his or her shares. Shareholders' resolutions will either be ordinary resolutions (passed by a simple majority) or special resolutions, which require a 75% majority of the votes cast.