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Polls - Coggle Diagram
Polls
When a poll is demanded
When a poll is demanded, the validity of the demand should be checked confirming that those who have demanded it are members and that they hold not less than one tenth of the total voting rights
If the CS or the share registrar advise that the poll has not been properly demanded, the chair makes a statement to this effect and the meeting carried on from where it left
If the demand for a poll is valid and is not withdrawn, the chair advises the meeting to this effect. If they have not already advised the meeting as to the proxy position when the poll was first demanded, they should now do so. Assuming the poll is not withdrawn, the chair announces the time for holding of the poll eg either immediately, at the conclusion of the meeting or at a later date. The exception to this general rule is that a poll demanded on a procedural motion such as an adjournment must be taken immediately
The meeting then proceeds to its next business until the conclusion of business. At the end of the meeting, the chair declares the meeting adjourned if the poll is to be taken immediately or closes the meeting if the poll is to be taken at a later date. Polls are usually only carried out at a later date if new information has come to light during the meeting which it is believed should with the wider membership so the those members not present may vote having considered the new information
Regardless of whether the poll takes place during the meeting or at its conclusion, the process is the same. The chair, the CS or the share registrar should inform the members of the procedure for the poll. It should be made that an abstention is not a vote and accordingly has no impact on the approval or disapproval of the resolution
Ballot papers must be attributed to individual members present at the meeting and indicate how many, if not all of their votes they wish to cast. Completed papers are handed to the CS/share registrar/scrutineers. The scrutineers, especially if they are the company's auditors or share registrars will have their own instructions for checking ballot papers, verifying holdings and preparing a report and final certificate of the result of the poll for the chair
Many FTSE 100 companies carry out poll votes as a matter of cause on all resolutions and increasingly use electronic voting via hand held devices. The process of conducting the poll is exactly the same, except that members cast their votes against each resolution as requested by the chair. Although the vote capture might take a little longer than traditional ballot papers, the results of the poll are almost instantaneous as the devices are each registered to individual members upon arrival, serving not only as an attendance record but also to verify entitlement to attend, votes held and negating any proxy appointments previously held. As the votes are captured for each resolution the system automatically includes the proxy votes given to the chair. In practice the use of in meeting electronic voting is only of practical use for meetings with large numbers of attendees
Demand for a poll
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CA2006 s.321 provides that any provision in a company's Articles is void if it were to exclude the right to demand a poll by
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A member of members representing not less than one tenth of the voting rights of all the members with the right to vote at the meeting
A member or members holding shares conferring a right to vote at the meeting, being shares on which an aggregate sum has been up equal to not less than one tenth of the total sum paid up on all the shares conferring that right
For a demand for a poll to be valid, it must be called before or immediately on the declaration by the chair of the result of the vote on a show of hands
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The process by which members vote at a GM and the number of votes each member or their proxy can cast is calculated by reference to the number of shares the member held on the record date