Full text: Secretarial practice

138 SECRETARIAL PRACTICE 
Proxies. 
However, under such a provision, accompanied by articles 
providing in the ordinary way for votes being given either 
personally or by proxy, for the appointment of proxies, &c., 
the chairman cannot direct that the poll shall be taken by 
means of polling papers signed by the members and delivered 
at the company’s office; there must be a personal attendance 
by the voter or his duly appointed proxy [McMillan v. Le 
Rot Mining Company (1906), 1 Ch. 331]. The chairman 
may, however, in such a case direct that the poll be taken 
forthwith. The most satisfactory, and in important instances 
the most usual, method of taking a poll is by a card vote. 
The secretary will, before the meeting, have examined the 
proxies received at the company’s office, rejecting all not 
duly stamped, not delivered in time, not in proper form, 
or sent in by members who for some reason, e.g. non-payment 
of calls, are not entitled to vote. The whole matter of proxy 
voting depends entirely upon the articles of association, 
and their provisions must be strictly followed. Every 
voter when polling should be required to sign his name, and 
insert the number of shares held by him on the voting paper. 
When all the votes have been given it is the usual practice 
for the chairman, or for the meeting, to appoint scrutineers 
to. examine the votes; sometimes the articles provide for 
the appointment of scrutineers. In the absence of scrutineers 
the responsibility of rejecting any invalid votes will rest 
with the chairman, who will in most cases be guided by ‘the 
information furnished him by the secretary. Where a poll 
is demanded upon more than one resolution, the resolutions 
should, upon the poll being taken, be separately voted upon 
"Blair Open Hearth vi. Reigart (1913), 108 L.T. 665]. 
Apollisnot a new meeting, but it is a mode of ascertaining the 
sense of the meeting, which is continued for that purpose [per 
Cotton, L.]J., in R. v. Wimbledon Local Board (1882), 8 Q.B. D. 
P. 465]. "It follows, that the taking of a poll is not an adjourn- 
ment of the meeting and therefore does not make proxies 
which have been obtained after the meeting, but before the 
poll, available, in a case where the articles permit the use of 
proxies lodged a specified time before the meeting or adjourned 
meeting [Shaw v. Tati Concessions (1913), 1 Ch. 292]. And 
where the articles provide that proxies must be deposited not 
less than two clear days before the day for holding the meeting 
proxies lodged after the meeting, but more than two clear days 
before the day fixed for an adjournment thereof, cannot be 
used [McLaren v. Thompson (1917), 2 Ch. 261]. 
The right to vote by proxy, and the mode of exercise of the 
right, depend on the regulations of the company. The
	        
Waiting...

Note to user

Dear user,

In response to current developments in the web technology used by the Goobi viewer, the software no longer supports your browser.

Please use one of the following browsers to display this page correctly.

Thank you.