Part 13

Resolutions and meetings
Chapter 5

Additional requirements for quoted companies AND TRADED COMPANIES

Independent report on poll

Appointment of independent assessor
343
1
Directors who are required under section 342 to obtain an independent report on a poll or polls must appoint a person they consider to be appropriate (an “independent assessor”) to prepare a report for the company on it or them.
2
The appointment must be made within one week after the company being required to obtain the report.
3
The directors must not appoint a person who—
a
does not meet the independence requirement in section 344, or
b
has another role in relation to any poll on which he is to report (including, in particular, a role in connection with collecting or counting votes or with the appointment of proxies).
4
In the event of default in complying with this section, an offence is committed by every officer of the company who is in default.
5
A person guilty of an offence under this section is liable on summary conviction to a fine not exceeding level 5 on the standard scale.
6
If at the meeting no poll on which a report is required is taken—
a
the directors are not required to obtain a report from the independent assessor, and
b
his appointment ceases (but without prejudice to any right to be paid for work done before the appointment ceased).
Words in Pt. 13 Ch. 5 heading inserted (3.8.2009) by The Companies (Shareholders' Rights) Regulations 2009 (S.I. 2009/1632), reg. 19(5) (with application as stated in reg. 1(2))
Pts. 1-39 (except for Pt. 7 and ss. 662-669), 45-47 extended (12.5.2011) by The Companies Act 2006 (Consequential Amendments and Transitional Provisions) Order 2011 (S.I. 2011/1265), art. 5(1), Sch. 1 para. 2
Pts. 1-39 modified (31.12.2020) by Regulation (EC) No. 2157/2001, Art. AAA1(3) (as inserted by The European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2018 (S.I. 2018/1298), regs. 1, 97 (with regs. 140-145) (as amended by S.I. 2020/523, regs. 1(2), 5(a)-(f)); 2020 c. 1, Sch. 5 para. 1(1))
Pt. 13 modified (31.12.2023) by The Resolution of Central Counterparties (Modified Application of Corporate Law and Consequential Amendments) Regulations 2023 (S.I. 2023/1313), regs. 1(2), 4