Asked in Business Law and Contracts

Q: Hello My Question is regarding company law. Amendment to articles.

Amendment to articles can only be achieved by way of special resolution (75%). But can a resolution be put forward at a meeting proposing these two changes i) a clause that future amendments of or alterations to the articles would be allowed by ordinary resolution, and

ii) a slight change in wording in relation to the company’s articles of association clause on pre-emption rights on transfers of shares.

Lets say for example the vote was by poll with the result of: vote by poll agreed on the changes by 74%

Related Topics:
1 Lawyer Answer
Jonathan R. Roth
Jonathan R. Roth
Answered

A: It would require the approval of the shareholders who own at least 75% of the outstanding shares.

Justia Ask a Lawyer is a forum for consumers to get answers to basic legal questions. Any information sent through Justia Ask a Lawyer is not secure and is done so on a non-confidential basis only.

The use of this website to ask questions or receive answers does not create an attorney–client relationship between you and Justia, or between you and any attorney who receives your information or responds to your questions, nor is it intended to create such a relationship. Additionally, no responses on this forum constitute legal advice, which must be tailored to the specific circumstances of each case. You should not act upon information provided in Justia Ask a Lawyer without seeking professional counsel from an attorney admitted or authorized to practice in your jurisdiction. Justia assumes no responsibility to any person who relies on information contained on or received through this site and disclaims all liability in respect to such information.

Justia cannot guarantee that the information on this website (including any legal information provided by an attorney through this service) is accurate, complete, or up-to-date. While we intend to make every attempt to keep the information on this site current, the owners of and contributors to this site make no claims, promises or guarantees about the accuracy, completeness or adequacy of the information contained in or linked to from this site.