Meetings and resolutions are the formal mechanism through which a company takes decisions—shareholders decide key matters in general meetings and directors decide management matters in board meetings. Company law lays down rules for notice, quorum, voting, minutes and resolution types to ensure fairness and validity of decisions.
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A meeting is a gathering of members/directors called at a proper time and place to discuss and decide company matters according to law and the company’s rules.
Exam keywords: proper authority, notice, agenda, quorum, decision.
Broad classification:
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AGM vs EGM:
Thus, AGM is regular; EGM is called for urgent/special business.
Essentials of notice (any three):
Proper notice ensures fairness and validity of meeting decisions.
Corporate law (also known as business law or enterprise law or sometimes company law) is the body of law governing the rights, relations, and conduct of persons, companies, organizations and businesses. It thus encompasses the formation, funding, governance, and death of a corporation.
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Meetings and resolutions are the formal mechanism through which a company takes decisions—shareholders decide key matters in general meetings and directors decide management matters in board meetings. Company law lays down rules for notice, quorum, voting, minutes and resolution types to ensure fairness and validity of decisions.
This topic is very scoring because most answers can be written using:
You should be able to:
A meeting is a gathering of members/directors called at a proper time and place to discuss and decide company matters according to law and the company’s rules.
Exam keywords: proper authority, notice, agenda, quorum, decision.
Broad classification:
Board meetings are meetings of directors for management decisions like approvals, borrowing decisions, issue of securities (subject to law), policy decisions etc.
Notice is an intimation to eligible persons about the meeting details.
Essentials (exam points):
Why notice matters: members can prepare and attend; it ensures validity and fairness.
Quorum is the minimum number of members/directors required to be present to validly conduct meeting business.
Importance:
Common voting methods:
Minutes are the official written record of meeting proceedings and resolutions passed.
Importance:
A resolution is a formal decision passed by members/directors in a meeting.
Types (basic):
Some syllabi also mention board resolutions vs shareholder resolutions.
Exam tip: write “special resolution” for major changes; keep the majority definition as “higher majority” if exact % not required by your syllabus.
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Examples:
Special resolutions are required for significant corporate changes to ensure stronger member consent.