Shareholders Written Resolutions

What are shareholder written resolutions?

Allows shareholders to vote on matters without having to attend meetings.

What companies can use the written shareholder resolution method?

ONLY private companies.

Public companies cannot

What resolutions cannot be passed using the written shareholder method?

Removal of an auditor and removal of a director.

Who can propose a vote via the written shareholder resolution method?

Shareholders holding at least 5% of total voting rights.

Directors can propose this in a board meeting.

To whom does the copy of the resolution need to be served on?

To every eligible member via a hard copy or by circulating it online.

What are the rules for voting on a written shareholder resolution?

Each member has one vote per share, unless the Articles say otherwise.

The voting thresholds for an OR or SR are the same.

The resolution will be passed as soon as the required majority is reached.

The resolution must pass within 28 days or it will lapse.