Companies Act 2014

182.

Quorum

182. (1) No business shall be transacted at any general meeting of a company unless a quorum of members is present at the time when the meeting proceeds to business.

(2) Save to the extent that its constitution provides otherwise or in a case falling within subsection (3) , 2 members of a company present in person or by proxy at a general meeting of it shall be a quorum.

F30 [ (2A) Notwithstanding subsection (2 ) or any provision of a company’s constitution, during the interim period, each member and proxy who participates in a general meeting by the use of electronic communications technology in accordance with section 174A shall be counted in the quorum for the meeting. ]

(3) In the case of a single-member company, one member of the company present in person or by proxy at a general meeting of it shall be a quorum.

(4) Subsection (5) shall apply unless the company’s constitution provides otherwise.

(5) Save to the extent that the company’s constitution provides otherwise, if within 15 minutes after the time appointed for a general meeting a quorum is not present, then—

(a) where the meeting has been convened upon the requisition of members, the meeting shall be dissolved;

(b) in any other case—

(i) the meeting shall stand adjourned to the same day in the next week, at the same time and place or to such other day and at such other time and place as the directors may determine; and

(ii) if at the adjourned meeting a quorum is not present within half an hour after the time appointed for the meeting, the members present shall be a quorum.

Annotations

Amendments:

F30

Inserted (21.08.2020) by Companies (Miscellaneous Provisions (Covid-19) Act 2020 (9/2020), s. 9, S.I. No. 320 of 2020. Note extension of interim period from 1 January 2021 to 9 June 2021 by Companies Act 2014 (Section 12A(1)) (Covid-19) Order 2020 (S.I. No. 672 of 2020).

Modifications (not altering text):

C13

Section construed (29.01.2020) by Migration of Participating Securities Act 2019 (50/2019), s. 8(a), S.I. No. 26 of 2020.

Quorum for meeting referred to in section 6(1)

8. Notwithstanding anything contained in the participating issuer’s constitution—

(a) the quorum for the meeting referred to in section 6 (1) at which the special resolution there mentioned is to be proposed shall be at least 3 persons holding or representing by proxy at least one-third in nominal value of the issued shares in the participating issuer and section 182 of the Act of 2014 shall, in relation to that meeting, be construed accordingly, and

(b) any member of the participating issuer who is present in person or by proxy at the foregoing meeting may demand a poll in relation to a matter at the meeting and section 189 of the Act of 2014 shall, in relation to that meeting, be construed accordingly.