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General Meetings (Notice of general meetings (The following must be…
General Meetings
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Annual general meeting
Companies Act 2006 provides that private companies are not required to hold an AGM unless their articles state that they must.
Public companies are required to hold an AGM, which must be held within six months of the financial year-end.
If a company fails to hold an AGM, an offence is committed by every officer of the company
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Some offshore centres provide that the AGM may be waived by members, although there may be special provisions surrounding the wavier
In Jersey, all shareholders must agree to the waiver and any shareholder may change their mind and insist that an AGM is held
Quorum
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Companies Act 2006 provides that if a company only has one member, the quorum for general meetings in one
If the company has more than one member, the quorum call be two qualifying persons unless the articles provide otherwise
Qualifying persons are individual shareholders, representatives of corporate shareholders or a proxy of a member
In deterring attendance at general meetings, it is immaterial whether any two or more members attending are in the same place
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Directors may attend and speak at general meetings, whether or not they are shareholders
The chairman of the meeting may permit other persons who are not shareholders of the company, or otherwise entitled to exercise the rights of shareholders in relation to general meetings, to attend and speak at a general meeting
Class meetings are meetings of the holders of a class of a company's shares. They are usually required to be he'd if the rights of the holder of the class of shares is to be varied