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Shareholders' Form of Proxy

CO.CA.ML.05

Use this Shareholders' Form of Proxy where a member cannot attend a general meeting and wishes to appoint someone else to attend and vote on their behalf.

Appoint a proxy to attend and vote for a member

Section 324 of the Companies Act 2006 provides that companies must allow a member who cannot attend a meeting to appoint a proxy to vote in their place.

Section 327 of the Companies Act 2006 limits how much notice a company's articles of association can require, rather than the other way round. A provision of the articles is void so far as it would require a proxy appointment to be received earlier than 48 hours before the meeting (or adjourned meeting), or earlier than 24 hours before a poll demanded more than 48 hours after it, disregarding any part of a day that is not a working day. The articles can therefore set a shorter deadline than this, but not a longer one.

Whether the appointment must be in writing depends on the company. For a private company limited by shares, this is a matter for the articles, under model article 45. A traded company must additionally make or evidence the appointment in writing, under section 327(A1).

Shareholders' Form of Proxy is part of Corporate. Just £38.50 + VAT provides unlimited downloads from Corporate for 1 year.

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