Part 18Acquisition by limited company of its own shares

Chapter 5Redemption or purchase by private company out of capital

Requirements for payment out of capital

717Resolution authorising payment: exercise of voting rights

1

This section applies to a resolution under section 716 (authority for payment out of capital for redemption or purchase of own shares).

2

Where the resolution is proposed as a written resolution, a member who holds shares to which the resolution relates is not an eligible member.

3

Where the resolution is proposed at a meeting of the company, it is not effective if—

a

any member of the company holding shares to which the resolution relates exercises the voting rights carried by any of those shares in voting on the resolution, and

b

the resolution would not have been passed if he had not done so.

4

For this purpose—

a

a member who holds shares to which the resolution relates is regarded as exercising the voting rights carried by those shares not only if he votes in respect of them on a poll on the question whether the resolution shall be passed, but also if he votes on the resolution otherwise than on a poll;

b

any member of the company may demand a poll on that question;

c

a vote and a demand for a poll by a person as proxy for a member are the same respectively as a vote and a demand by the member.