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How to detect the kind of resolution????

priyanshu saxena (MBL LL.B.(Hons.) CS (Professional) wit) (2653 Points)

07 October 2011

cn anyone explain how can we detect if a resolution is Special or an ordinary resolution???

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7 Replies

SUSHIL KUMAR SHARMA (COMPANY SECRETARY) (246 Points)
Replied 07 October 2011

”Ordinary Resolution” means a Resolution when, at a General Meeting of which the Notice required under the Act has been duly given, the votes cast (whether on a show of hands or on a poll) in favour of the Resolution (including the casting vote, if any, of the Chairman) exceed the votes, if any, cast against the Resolution by Members entitled to vote thereon either in person or, where proxies are allowed, by Proxy.

”Special Resolution” means a Resolution in respect of which (a) the intention to propose the Resolution as a Special Resolution has been duly specified in the Notice calling the Meeting or other intimation of the Resolution has been given to the Members; (b) the Notice required under the Act has been duly given of the Meeting; and (c) the votes cast in favour of the Resolution (whether on a show of hands or on a poll) are not less than three times the number of the votes, if any, cast against the Resolution by Members entitled to vote thereon either in person or, where proxies are allowed, by Proxy.

priyanshu saxena (MBL LL.B.(Hons.) CS (Professional) wit) (2653 Points)
Replied 07 October 2011

thanks Shusil

but i want to know wat type of matters comes within the ambit of ordinary resolution or special resolutions????

there is a huge list of such matters which i hv seen, is there any way to remeber them? by looking at any matter how can we decide if it is treated as special or ordinary?

Melisa12345 (student) (21 Points)
Replied 07 October 2011

Hi.. Well an ordinary resolution is a resolution passed by the shareholders of a company by a simple or bare majority (for example more than 50% of the vote) either at a convened meeting of shareholders or by circulating a resolution for signature. A special resolution by comparison requires a greater vote threshold, which varies in different jurisdictions.

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Chartered Accountants Dublin

SUSHIL KUMAR SHARMA (COMPANY SECRETARY) (246 Points)
Replied 07 October 2011

Items requiring Special Resolution are specifically provided in the Companies Act 1956, All other items may be passed by Ordinary Resolution.

priyanshu saxena (MBL LL.B.(Hons.) CS (Professional) wit) (2653 Points)
Replied 07 October 2011

so we have to remember them???? m talking from exam point of view because practically wen we hv to pass the resolution we can refer the books or matter available. but in exams wen we hv to draft a resolution we hv to mention if it is ordinary or special in the first row?

CA Sumat Singhal (Credit Analyst/ Financial Services/ Acco) (3682 Points)
Replied 07 October 2011

IN CS PROFESSIONAL EXAM IN DRAFTING NOTICE OR RESOLUTUIONS YOU HAVE TO WRITE MANDATORY

TYPE OF MEETING

TYPE OF RESOLUTION

SO IT IS MUST TO WRITE CORRECT TYPE, OTHERWISE WHOLE RESOLUTIONS WILL BE IINOPERATIVE.

CS SUMAT SINGHAL

priyanshu saxena (MBL LL.B.(Hons.) CS (Professional) wit) (2653 Points)
Replied 07 October 2011

thats the point sumat....i m unable to remember the matters coming within the ambit of special as well as ordinary, i dont know how m i going to write them into the exams. if there are any important type of resolutions to be asked in exams, cn u give me some idea??