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Commercial Correspondence and Secretarial Practice · Ch 6 — The Meetings of the Company

Quorum for Company Meetings

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Quorum for Company Meetings

Quorum is the minimum number of members who must be personally present at a meeting before any business can be validly transacted. A resolution passed without the required quorum being present is not binding on the company, however many votes it received on paper.

Quorum for a general meeting — Section 103

Type of companyNumber of membersQuorum required
Public companyUp to 1,000 members5 members personally present
Public companyMore than 1,000 up to 5,000 members15 members personally present
Public companyMore than 5,000 members30 members personally present
Private companyAny number of members2 members personally present

Only members personally present count towards quorum — a member represented merely by a proxy is not counted, unless the Articles say otherwise, except that a proxy is counted where the Act specifically permits it. If the Articles of a company prescribe a higher quorum than the Act, the higher figure in the Articles applies.

If quorum is not present: unless the Articles provide otherwise, if quorum is not present within half an hour from the time fixed for the meeting, then — if the meeting was called on the requisition of members, it stands dissolved; in any other case, it stands adjourned to the same day in the next week, at the same time and place, or to such other day, time and place as the Board may determine, and if at the adjourned meeting also quorum is not present within half an hour, the members present (whatever their number) themselves constitute the quorum. …

Definition 1Quorum

The minimum number of members (for a general meeting, under Section 103) or directors (for a Board meeting, under Section 174) who must be personally present for a meeting to be validly held and for business transac …