Secretarial practice

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Monograph

Identifikator:: 1828236004

URN:: urn:nbn:de:zbw-retromon-249926

Document type:: Monograph

Title:: Secretarial practice

Edition:: fourth edition

Place of publication:: Cambridge

Publisher:: W. Heffer & Sons Ltd

Year of publication:: 1930

Scope:: viii, 987 Seiten

Digitisation:: 2022

Collection:: Economics Books

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Document type:: Monograph

Structure type:: Chapter

Title:: Chapter XII. Meeting of shareholders

Collection:: Economics Books

MEETINGS OF SHAREHOLDERS 133 All regulations, however, as to convening extraordinary general meetings must be read subject to the provisions of s. 114 of the Act, which entitles ‘members of the company holding at the date of the deposit of the requisition, not less than one-tenth of such of the paid-up capital of the company as at the date of the deposit carries the right of voting at general meetings of the company, or, in the case of a company not having a share capital, members of the company repre- senting not less than one-tenth of the total voting rights of all the members having at the said date a right to vote at general meetings of the company’ to requisition such a meeting. The requisition, which may consist of several documents in like form, must be signed by the requisitionists and deposited at the office of the company, and it must state the objects of the meeting. In the case of Fruit and Vegetable Growers v. Kekewich (1912), 2 Ch. 52), all the documents required the meeting to be convened ‘for the purpose of considering the reconstitution of the board and resolutions concerning the directorate and officers of the company’; some of them added the words ‘in addition to the affairs of the company in general.’ It was held that the documents were in like form within the meaning of the corresponding section of the Act of 1go8, and that they sufficiently indicated the objects of the meeting. Thereupon it becomes the duty of the directors, within twenty-one days, to cause a meeting to be convened, and this they will do by meeting and instructing the secretary to call the meeting. If the requisition is for the purpose of passing an extraordinary or special resolution and the directors do not give the notice required by s. 117, they will be deemed not to have duly convened the meeting [s. 114 (6)]. After the twenty-one days, if no meeting has been duly convened, the requisitionists, or any of them representing more than one-half of the total voting rights of all of them, may them- selves convene one in the same manner as nearly as possible as meetings are to be convened by the directors. It was decided in 1901 by Wright, J. [re State of Wyoming Syndicate (1901), 2 Ch. 431], that the secretary cannot, within the twenty-one days, convene the meeting without the authority of the directors; but the further point was left open as to whether, after the expiration of the twenty-one days, the requisitionists could convene the meeting by notices signed by the secretary. Semble, however, they could do so as a meeting convened by the directors would be convened. In any event, no meeting convened by the requisitionists can be held more than three months from the date of deposit of the requisition. Under Ss. I14 (5) the company must reimburse to the requisitionists Requisi- tioned Meeting.

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