17. Decision-making and company meetings

Shareholders typically exercise their voting power during the general meetings of the company, in the form of resolutions passed at such meetings. For private companies, the expectation is that they will not hold meetings, but use written resolutions. This chapter considers the mechanisms for meetings for public and traded companies. The chapter discusses voting entitlement, proxies, and corporate representatives. It considers the main types of resolutions, especially written resolutions for private companies, as well as ordinary and special resolutions. Meeting procedures including notice and convening requirements are discussed. There is a detailed look at the important Duomatic principle of informal shareholder assent in place of a resolution.