Special resolution

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Querist : Anonymous

Querist : Anonymous (Querist)

07 October 2010 what is the requisite number of members to pass a special resolution?

Ankur Garg

Ankur Garg (Expert)
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08 October 2010 You are requested to elaborate your query in order to enable us suggest something.

Thanks

Aashok Kumar Sharma

Aashok Kumar Sharma (Expert)
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25 July 2025 The **requisite number of members to pass a Special Resolution** under the **Companies Act, 2013** (India) is:

* **At least 75% of the votes cast** by the members entitled to vote on the resolution, whether in a general meeting or by postal ballot.

### Key points:

* The resolution must be passed by a **majority of not less than three-fourths** (i.e., 75%) of the members voting (either in person or by proxy).
* This applies when the resolution is put to vote in a **General Meeting** or by **Postal Ballot**.
* The notice of the meeting should clearly state that a special resolution is being proposed.

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### Summary:

| Type of Resolution | Voting Requirement |
| ---------------------- | ------------------------------ |
| Ordinary Resolution | Majority of >50% of votes cast |
| **Special Resolution** | Majority of ≥75% of votes cast |

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If you want, I can also share the procedure for passing a special resolution or examples of matters requiring a special resolution. Would you like that?

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