On 23/03/2011 11:59, gdgqler wrote:
On 22 Mar 2011, at 18:43, Geoff Wicks wrote:
One of the arguments used by those in favour of counting proxies as part of the quorum is
that some companies use this in their members and shareholders meetings. Others counter
this by saying "but not in their board meetings",
I think this is nonsense. No company with which I have been involved has
confused proxies with presence.
One disturbing thing about proxies is that it is usual in Constitutions to
detail the ways in which proxies can be called. That implies that a motion can
be passed by a show of hands even though there are enough proxy votes against
to throw out the motion. If it were possible to proceed without a proxy count
being made then how can these votes be counted as part of a quorum?
I certainly recall company AGMs where a vote by show of hands is taken, perhaps
12 for and none against, and then the Chairman announces that there are
2,534,001 proxy votes for the motion.
George
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Hi George,
Glad you hear we are on the same wave length - every company has
articles of association, that normally do allow resolutions on a show of
hands, unless the Chair calls for proxy votes to be taken into account.
I think the outcome of this is that the Quanta constitution needs to
make it clear when talking about quorum that it is "members present in
person".
Perhaps one enhancement would be to expand this to say "members present
either in person or by telephone / video link".
That would at least enable members across the globe to take part and
vote in proceedings without having to send in proxy forms.
The other issue I have come across in the past is when members have had
to leave a meeting early, and then you are running a brief check to
ensure that the meeting is still quorate!
--
Rich Mellor
RWAP Services
http://www.rwapsoftware.co.uk
http://www.rwapservices.co.uk
-- Try out our new site: http://sellmyretro.com
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