Two recent cases provide guidance on the powers of
directors and shareholders to convene company meetings and the
resolutions that can be put to meetings.
Directors' Powers to Convene Meetings
A director of a company may call a meeting of members, either
pursuant to the company's constitution, or under section 249C
of the Corporations Act 2001 (Cth) (Corporations
Act), which is a replaceable rule.
Members of proprietary companies may by resolution remove a
director from office either in accordance with the company's
constitution or under the replaceable rule in section 203C of the
Corporations Act. Members of public companies may remove a director
from office pursuant to section 203D of the Corporations Act,
provided that notice of the resolution to remove the director is
given to the company at least two months before the meeting is to
be held, the company has given the director notice of the
resolution and the director is afforded the opportunity to put his
or
