An Ordinary Resolution Of Shareholders is a fundamental corporate governance document used in Malaysian business practice to record and implement shareholder decisions that require a simple majority vote. This document type is mandated by the Companies Act 2016 and is used when shareholders need to make routine business decisions such as appointing directors, approving annual accounts, declaring dividends, or authorizing specific corporate actions. The resolution must be properly documented with all required information including the company details, resolution text, voting results, and appropriate signatures. For listed companies, additional requirements from Bursa Malaysia's Listing Requirements may apply. The document serves as official evidence of shareholder decisions and forms part of the company's corporate records.
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1. Company Details: Full legal name of the company, company registration number, and registered office address
2. Resolution Title: Clear identification that this is an Ordinary Resolution of Shareholders with a descriptive title of the subject matter
3. Date: Date of the resolution or meeting
4. Preamble: Standard recital confirming this is an ordinary resolution passed in accordance with the Companies Act 2016
5. Resolution Text: The actual resolution text, clearly stating what has been resolved, using the words 'RESOLVED THAT'
6. Voting Results: Record of the voting outcome, including number of votes for, against, and abstentions
7. Certification: Declaration of the resolution's passing, typically signed by the Chairman or Company Secretary
1. Meeting Details: Required if passed at a meeting - includes venue, time, quorum details
2. Recitals: Background information explaining why the resolution is necessary, used when context is important
3. Notice Compliance: Statement confirming proper notice was given, required if passed at a meeting
4. Proxy Information: Details of valid proxies present, required if any proxies were used
5. Conditions Precedent: Any conditions that must be met before the resolution takes effect
6. Implementation Instructions: Specific directions for carrying out the resolution's purpose
7. Regulatory Declarations: Required for listed companies or when dealing with regulated matters
1. Attendance List: List of shareholders present or represented at the meeting
2. Proxy Forms: Copies of valid proxy forms submitted for the resolution
3. Supporting Documents: Any relevant documents referenced in the resolution
4. Notice of Meeting: Copy of the notice if the resolution was passed at a meeting
5. Related Agreements: Any agreements or documents that are being approved by the resolution
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