126 SECRETARIAL PRACTICE 
meeting of which notice specifying the intention to propose 
the resolution as an extraordinary resolution has been duly 
given. 
2. A resolution shall be a special resolution when it has 
been passed by such a majority as is required for the passing 
of an extraordinary resolution and at a general meeting of 
which not less than twenty-one days’ notice, specifying the 
intention to propose the resolution as a special resolution, 
has been duly given: Provided that, if all the members entitled 
to attend and vote at any such meeting so agree, a resolution 
may be proposed and passed as a special resolution at a 
meeting of which less than twenty-one days’ notice has been 
given. 
Extra- It will be observed that, in the case of an extraordinary or 
ordinary and special resolution, the notice must specify the intention to 
Soectst, propose the resolution as an extraordinary or special resolution 
eSOlulON. 5s the case may be. The body of the notice will accordingly 
be in the following, or some similar, form: 
‘Notice is hereby given that an extraordinary general 
meeting of the above-named company will be held at 
. on day, the day of , Ig, at 
o'clock in the noon, when the subjoined 
resolution will be proposed as an [extraordinary] [special] 
resolution: that etc.’ 
The length of notice required for an extraordinary resolution 
is the usual length of notice for general meetings of the 
company, ¢.e. that specified by the articles, or, if no other 
provisionis made by the articles, seven clear days[s. 115 (1) (a)]. 
In the case of a special resolution, in the absence of agreement 
to the contrary among all the members entitled to attend 
and vote, it must be not less than twenty-one clear days. 
If the notice does not specify the intention to propose the 
resolution as an extraordinary resolution, or special resolution, 
as the case may be, the resolution will not be validly passed 
[MacConnell v. E. Prill & Co. (1916) 2 Ch. 57]. 
A special resolution no longer requires confirmation at a 
second meeting [cf. s. 69 (2) of the Act of 1908]. 
Under the Act of 1908 the majority required was not less 
than three-fourths of the members present and entitled to 
vote, whereas under the Act of 1929 members present but 
not voting are not taken into account. 
The requirements of the Statute and of articles of asso- 
ciation regarding notices are intended for the protection of 
the shareholders, and it appears that if, in spite of non-