
Checklist for passing a shareholder resolution at a general meeting
- At-a-glance checklist
- Includes all the legal steps to pass a shareholder resolution at a general meeting
- Helps prevent your shareholder resolutions being challenged
You can use this checklist for passing a shareholder resolution at a general meeting if your company has the model articles of association.
It is a step-by-step guide to what needs to happen to pass a shareholder resolution at a general meeting of your company’s shareholders. It assumes that the shareholder meeting has been convened by your board (although shareholders can force a general meeting in some circumstances, it is usually the case that the board calls it).
There are particular requirements you must follow both as to the notice which must be given to shareholders and the conduct of the meeting. This checklist will help you comply with the law so that your shareholders' meetings are legally correct and any resulting resolutions cannot later be challenged.
You can also get this document as part of the Starting a company toolkit.
Q&A
When should I use this document?
Use this checklist for passing a shareholder resolution at a general meeting if your company has the model articles of association.
If you have a shareholders' agreement you should check that too in case it says you have to make any changes to the normal procedure for shareholder meetings.
If you are not certain whether your company uses the default model articles of association, you can find out by looking at your company's entry in the online directory maintained by Companies House.
What does this document cover?
This checklist covers all the steps you need to take to convene a shareholders' general meeting and pass a proper shareholders' resolution.
Why do I need this document?
It is important to use the proper process when calling a shareholders' meeting and passing resolutions. This checklist will help you to comply with the law.
If you do not follow the correct procedure, you risk any resolutions passed being challenged in future, which can obviously be very disruptive for your business. It is important to get things right.
Where can I find out more?
For full, detailed guidance on how to call and run a shareholders' meeting, see How to make shareholders' decisions and Shareholders' meetings.
See Checklist for passing a shareholder written resolution if you wish to make a shareholder decision on paper without calling a general meeting.
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