Shareholders’ meetings should be held by every limited company. Such meetings can be organized for many reasons and at any time needed. It can either be the annual general meeting which is compulsory and also other meetings such as to appoint or remove new directors, auditors etc. Here is a summary on how they should be held and what are the rules and procedures.
Mostly, the time, place and other aspects prior to the meeting are handled by the company secretary in Hong Kong. He is responsible in sending out invitations and annual reports, deciding the venue, preparing minutes etc. Any suitable venue can be chosen, maybe the organization premises or even a convention hall that is adequate to accommodate all shareholders.
On the day of the meeting, a sign-in booklet is maintained to mark shareholders’ attendance. They are required to bring their invitation card or other certification as proof of being a shareholder. Attendance is crucial since votes will be counted according to number of shares owned by each shareholder present at the meeting.
The chairman will bring the audience to attention and start the meeting. If the required number of shareholders is not present, he may postpone it but not more than an hour. The minutes will then be read out by the secretary. Afterwards, with the guidance of the company secretary in Hong Kong, he will point out any issues and resolutions that need to be discussed and then he may go in for voting when he feels appropriate, click here for more details.
If any shareholder needs to speak, he must fill out a ‘speech note’ before the meeting, stating a brief description on what he is expecting to speak about. After a speech, the chairman may respond himself or appoint someone to respond accordingly. If a shareholder is unable to attend a meeting, he has the option to send a proxy to represent him at the meeting. He can send more than one proxy; however, only one has the right to speak at the gathering.
When voting, the normal practice is to pass a motion that has more than half of the votes of the entire audience. However, this can vary with the situation. There are special instances such as changing the articles of association, changing the business name etc. which requires 75% votes of shareholders.
All rules and regulations included in the Companies Act should be followed when conducting such meetings. Also, it is possible for the board of directors to take measures to record or tape the meeting. If so, these recordings should be kept safely.