ACCFIN COMPANY LAW
Guide
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9.2 DEFINITION OF SPECIAL RESOLUTION

The definition of a special resolution is a resolution adopted by the shareholders with the support of at least 75% of the voting rights exercised or a different percentage as indicated in s 65 (10) of the companies act by the MOI. The MOI may have a differing percentage but not lower than 65% for a special resolution.
S65 (8) deals with an ordinary resolution which means a resolution adopted with the support of more than 50% of the voting rights exercised. Such percentage may also be adjusted higher (not more than 60%, but not lower than 50%) by the MOI except for the removal of a director which remains at 50% – see s 71.
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