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Special Resolution

General business transaction which requires the approval of shareholders, are required to be approved by the shareholders through Special Resolution. However, special business transaction which are proposed for approval by shareholders of the company are required to be approved by the shareholders in duly convened Extraordinary General Meeting through special resolution.

A special resolution is a resolution of the company’s shareholders which requires at least 75% of the votes cast by shareholders in favour of it in order to pass.

Matters requiring approval of shareholders by special resolution:

 Inclusion of entrenchment provisions in the articles of association in case of public company

 Change of registered office of the company outside the local limits of any city, town or village

 Alteration of memorandum

 Alteration of articles

 Variation in terms of contract

 To issue depository receipts

 Variation of shareholders rights

 Issuance of sweat equity shares

 Further issue of share capital

 Reduction of share capital

 Buy back of shares

 Removal, resignation of auditors

Documents or Information required for drafting of Special Resolution:

 Date of the Meeting

 A serial number Extraordinary General Meeting

 Date of Last Extraordinary General Meeting

 Name and Details of shareholders

 Soft copy of Company’s Letter Head

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Steps for Drafting Special Resolution:

1) Preliminary Requirements

 Pick a suitable package as per your requirements

 Make payments through secured payment gateway

 Share necessary documents and Information required for Board Resolution

2) Drafting

 Drafting of Board Resolution by an Expert

Process for Drafting Special Resolution:

Day 1:

 Pick a suitable package as per your requirements

 Make payments through secured payment gateway

 Share necessary documents and Information required for Board Resolution

Day 2:

 Get your Board Resolution Drafted