NSW Corporations Act and Share Offerings

[cyphix]

After the fact is not good. Call a special general in advance.

Sorry, last question. Is there a reason why doing it after isn't good!? Can it still be done?

 

[Rod]

The answer is in your constitution. If the constitution says you need a company shareholder meeting, then you need to hold one. It is not legal to back-date important changes like issuing of shares or the passing of motions. You could try and do it like you suggest but it leaves you open to being sued for unfair behaviour if someone later objects to what happened. Do it properly and by the book (or constitution in your case).

 

[cyphix]

The answer is in your constitution. If the constitution says you need a company shareholder meeting, then you need to hold one. It is not legal to back-date important changes like issuing of shares or the passing of motions. You could try and do it like you suggest but it leaves you open to being sued for unfair behaviour if someone later objects to what happened. Do it properly and by the book (or constitution in your case).

Ok, but isn't doing it before or after generally the same then -- hold a GM and pass the motion of giving someone shares by a majority shareholder vote as per our constitution?

 

[Rod]

It is up to the board and the shareholders to do what they want and vote how they want as long as they follow the constitution and ASIC rules for companies. Can't be more specific than that. You can do the work before anything is decided but you could be disappointed if the vote doesn't go your way. You and your company need to decide what works for you both.

 

[cyphix]

Alright - thanks again!