Are there any changes regarding meetings and notices?

Yes, there are major changes.

For example, •Shareholders can be represented by way of a written proxy which is valid for 1 year

  • Meetings may be conducted entirely by electronic communication or some members may participate in this manner
  • The requirement is that they must be able to communicate simultaneously
  • The notice periods for calling of meetings are:
    • 15 business days for public companies
    • 10 business days for private companies

Since the rights of debenture holders can only be altered by resolution of the debenture holders, the Act therefore provides for meeting of debenture holders. Shareholders meetings•Board or person specified in MOI may call a shareholders’ meeting at any time – upon written notice

  • Must call meeting, if one or more written demands specifying purpose are made, by at least holders of 10% of the voting rights (or lower % if specified in MOI)
  • Notice must specify : Date, time, place, purpose of meeting, copy of proposed resolutions, % of voting rights required for the resolution
  • Only a Public Company must have an Annual General meeting – 18 months after incorporation, and then every calendar year.


  • The majority for :
    1. a special resolution is 75% of shares voted
    2. an ordinary resolution is 51%.
  • The Memorandum of Incorporation can alter these percentages, but not lower than 65% for a special resolution or higher than 60% for an ordinary resolution
  • The quorum, for all resolutions, is 25% of voting shares

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