ResolutionsU.K.
135.—(1) A resolution of the persons holding voting shares issued on behalf of the core of a protected cell company must be passed—
(a)as a written resolution in accordance with regulation 137 (written resolutions); or
(b)at a general meeting (see regulations 138 to 144).
(2) For the purposes of this Chapter—
(a)a resolution may be properly moved at a meeting unless—
(i)it would, if passed, be ineffective (whether by reason of inconsistency with an enactment, the protected cell company's instrument of incorporation or otherwise);
(ii)it is defamatory of any person; or
(iii)it is frivolous or vexatious;
(b)a resolution, notice or any other document may be sent in hard copy form or electronic form;
(c)where a resolution must be sent to more than one person, the same copy may be sent to some or all of those persons in turn; and
(d)where a request or a document which is sent to a protected cell company must be authenticated, the request or document must be authenticated in accordance with section 1146 (requirement of authentication) of the Companies Act 2006 (which applies for these purposes with the reference to a company's articles in subsection (4) being treated as a reference to the protected cell company's instrument of incorporation).