Day 130 Member’s meeting

Member’s meeting

The member’s meeting is the substantial component of the company’s internal governance. Many important decisions are made in these meetings outside the jurisdiction of general management power of the board. Consequently, we should understand the procedure of the shareholders’ meeting and the certain legislation regulates it in a corporation. 

There are four types of member’s meeting, which are: Annual General Meeting (AGM), Extraordinary General Meeting (EGM), class meeting and paper meeting. Section 250N Corporations Act suggested that the listed public company must hold the AGM once a year and within five months after the end of financial year. During the meeting, the chairs person must give the members proper opportunity to ask questions about the company’s operation (S.250S). In addition, the Extraordinary General Meeting is the meeting other than AGM. Moreover, the class meeting refers to the issue of varying share class rights. At last, the paper meeting enables the company to pass a resolution with obtaining each members’ consents. 

The Corporations Act also outlined the party who can call for a member’s meeting. In regards of the general management power and s.249D, the board may call the meeting or act on behalf of the shareholder's requests. It is necessary that the member makes the request must at least have 5% of shares. On the other hand, a single director can also convene a meeting by themselves, justified by section 249C and 249CA. Furthermore, the member who has at least 5% company shares could call for a meeting as well. However, if the member applies to this S.249F, he/she is liable to pay all relevant costs to arrange the meeting. Hence in most cases, the member prefers to make the request to the board(S.249D), instead of using 249F. After the board has received the request, the call must be given within 21 days, and the meeting can only withhold for two months. However, the company could refuse the request, if the purpose of the call is irrelevant to the business, See NRMA Ltd v Parker (1986). When the board failed to call the meeting in 21 days, the members will be allowed to pass an ordinary resolution to convene it. The court will order for a general meeting if necessary, and S.249G given the court such power.