• Leslie Quak

What is a Special Resolution?

Resolutions are most easily planned and put together by a qualified company secretary. For a qualified company secretary to take care of all your resolution-ary needs - get in touch with us today.

A resolution is a decision passed by members of a company at a company meeting, regarding all matters related to the operation of the company.



A special resolution is one passed with extra requirements, and these are as follows:

  1. Passed on a poll

  2. Must be passed on at least 75% of total voting rights

  3. Must be voted on by members in person or by proxy

  4. At least 21 days advance notice must be given of the intention to propose the resolution at the meeting

When are Special Resolutions Needed?

The purpose of a Special Resolution is to protect minority shareholders from important decisions being made without proper consideration or consensus by all members of the company.


Examples of such important decisions include:

  • Changing the company name

  • Amending the company's Constitution

  • Reducing the company's share capital

  • Winding up the company

It takes a little reading and research to find out whether you’re going to need to pass a special resolution, or whether the decision your company needs to make can be passed by ordinary resolution. If you’re feeling a little lost, leave it to the professionals. Give us a call to join our client list today and benefit from our company secretaries’ years of industry experience.



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