Corporations Act. Australia
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Название: Corporations Act
Автор: Australia
Издательство: Проспект
Жанр: Юриспруденция, право
isbn: 9785392086429
isbn:
251AA Disclosure of proxy votes — listed companies
(1) A company must record in the minutes of a meeting, in respect of each resolution in the notice of meeting, the total number of proxy votes exercisable by all proxies validly appointed and:
(a) if the resolution is decided by a show of hands — the total number of proxy votes in respect of which the appointments specified that:
(i) the proxy is to vote for the resolution; and
(ii) the proxy is to vote against the resolution; and
(iii) the proxy is to abstain on the resolution; and
(iv) the proxy may vote at the proxy’s discretion; and
(b) if the resolution is decided on a poll — the information specified in paragraph (a) and the total number of votes cast on the poll:
(i) in favour of the resolution; and
(ii) against the resolution; and
(iii) abstaining on the resolution.
(2) A company that must notify the operator of each market on which financial products of the company are listed of a resolution passed by members at a meeting of the company must, at the same time, give the relevant market operator the information specified in subsection (1).
(3) This section only applies to a company that is listed.
(4) This section applies despite anything in the company’s constitution.
251B Members’ access to minutes
(1) A company must ensure that the minute books for the meetings of its members and for resolutions of members passed without meetings are open for inspection by members free of charge.
(2) A member of a company may ask the company in writing for a copy of:
(a) any minutes of a meeting of the company’s members or an extract of the minutes; or
(b) any minutes of a resolution passed by members without a meeting.
(3) If the company does not require the member to pay for the copy, the company must send it:
(a) within 14 days after the member asks for it; or
(b) within any longer period that ASIC approves.
(4) If the company requires payment for the copy, the company must send it:
(a) within 14 days after the company receives the payment; or
(b) within any longer period that ASIC approves.
The amount of any payment the company requires cannot exceed the prescribed amount.
(5) An offence based on subsection (1), (3) or (4) is an offence of strict liability.
Note: For strict liability, see section 6.1 of the Criminal Code.
Part 2G.4 — Meetings of members of registered managed investment schemes
Division 1 — Who may call meetings of members
252A Calling of meetings of members by responsible entity
The responsible entity of a registered scheme may call a meeting of the scheme’s members.
252B Calling of meetings of members by responsible entity when requested by members
(1) The responsible entity of a registered scheme must call and arrange to hold a meeting of the scheme’s members to consider and vote on a proposed special or extraordinary resolution on the request of:
(a) members with at least 5 % of the votes that may be cast on the resolution; or
(b) at least 100 members who are entitled to vote on the resolution.
(1A) The regulations may prescribe a different number of members for the purposes of the application of paragraph (1)(b) to:
(a) a particular scheme; or
(b) a particular class of scheme.
Without limiting this, the regulations may specify the number as a percentage of the total number of members of the scheme.
(2) The request must:
(a) be in writing; and
(b) state any resolution to be proposed at the meeting; and
(c) be signed by the members proposing to move the resolution.
(3) The request may be accompanied by a statement about the proposed resolution provided by the members making the request.
(4) Separate copies of a document setting out the request and statement (if any) may be used for signing by members if the wording of the request and statement (if any) is identical in each copy.
(5) The percentage of the votes that members have is to be worked out as at the midnight before the request is given to the responsible entity.
(6) The responsible entity must call the meeting within 21 days after the request is given to it. The meeting is to be held not later than 2 months after the request is given to the responsible entity.
(7) The responsible entity must give to each of the members a copy of the proposed resolution and statement (if any) at the same time, or as soon as practicable afterwards, as it gives notice of the meeting. The responsible entity must distribute the copies in the same way in which it gives notice of the meeting.
(8) The responsible entity does not have to distribute a copy of the resolution or statement if either is more than 1,000 words long or defamatory.
(9) The responsible entity is responsible for the expenses of calling and holding the meeting and making the distribution. The responsible entity may meet those expenses from the scheme’s assets.
252C Failure of responsible entity to call meeting of the scheme’s members
(1) Members with more than 50 % of the votes carried by interests held by the members who make a request under section 252B may call and arrange to hold a meeting of the scheme’s members and distribute the statement (if any) if the responsible entity does not do so within 21 days after the request is given to the responsible entity.
(2) The meeting must be called and the statement is to be distributed in the same way — so far as is possible — in which meetings of the scheme’s members may be called by the responsible entity and information is distributed to members by the responsible entity. The meeting must be held not later than 3 months after the request is given to the responsible entity.
(3) To call the meeting the members requesting the meeting may ask the responsible entity СКАЧАТЬ