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A special resolution is a resolution of the company's shareholders which requires at least 75% of the votes cast by shareholders in favor of it in order to pass. Where no special resolution is required, an ordinary resolution may be passed by shareholders with a simple majority more than 50% of the votes cast.
What is a special resolution? Special resolutions — also known as 'extraordinary resolutions' — are needed for more important decisions or those affecting the constitution of a company. These require at least 75% of the shareholders or directors to agree — sometimes as much as 95%.
Special Resolution Definition: “Special resolution means a resolution passed by a majority of not less than two-thirds of the votes cast by the shareholders who voted in respect of that resolution or signed by all the shareholders entitled to vote on that resolution.”
Most resolutions simply need more shareholders to agree than disagree (called an 'ordinary resolution'). You must file special or extraordinary resolutions with Companies House within 15 days of passing them.
In simple words, A special resolution is a resolution where the intention to propose the resolution as special resolution is specified and at-least 3/4th votes required for passing the resolution.
A special resolution is a resolution of the company's shareholders which requires at least 75% of the votes cast by shareholders in favor of it in order to pass. Where no special resolution is required, an ordinary resolution may be passed by shareholders with a simple majority more than 50% of the votes cast.
Example of matters requiring a special resolution: Approving the giving by a public company (or its subsidiaries) of financial assistance for the acquisition of its shares. Approving a reduction in the company's share capital. Approving an amalgamation with another company. Approving a voluntary winding-up.
Special Resolution means a resolution in which super majority is needed to pass the resolution at the general meeting. Ordinary Resolution passed to transact Ordinary business. However, a special business can be transacted via special resolution or ordinary resolution, as per the requirements of the Companies Act.
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