C1Part 13Resolutions and meetings

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Chapter 3Resolutions at meetings

Members' statements

I1314Members' power to require circulation of statements

1

The members of a company may require the company to circulate, to members of the company entitled to receive notice of a general meeting, a statement of not more than 1,000 words with respect to—

a

a matter referred to in a proposed resolution to be dealt with at that meeting, or

b

other business to be dealt with at that meeting.

2

A company is required to circulate a statement once it has received requests to do so from—

a

members representing at least 5% of the total voting rights of all the members who have a relevant right to vote (excluding any voting rights attached to any shares in the company held as treasury shares), or

b

at least 100 members who have a relevant right to vote and hold shares in the company on which there has been paid up an average sum, per member, of at least £100.

See also section 153 (exercise of rights where shares held on behalf of others).

3

In subsection (2), a “relevant right to vote” means—

a

in relation to a statement with respect to a matter referred to in a proposed resolution, a right to vote on that resolution at the meeting to which the requests relate, and

b

in relation to any other statement, a right to vote at the meeting to which the requests relate.

4

A request—

a

may be in hard copy form or in electronic form,

b

must identify the statement to be circulated,

c

must be authenticated by the person or persons making it, and

d

must be received by the company at least one week before the meeting to which it relates.