Section Sch1-7 — Companies Act 1993: Postal votes

7 Postal votes (1) Subject to the constitution of the company, a shareholder may exercise the right to vote at a meeting by casting a postal vote in accordance with the provisions of this clause. (2) The notice of a meeting at which shareholders are entitled to cast a postal vote must state the name of the person authorised by the board to receive and count postal votes at that meeting. (3) If no person has been authorised to receive and count postal votes at a meeting, or if no person is named as being so authorised in the notice of the meeting, every director is deemed to be so authorised. (4) A shareholder may cast a postal vote on all or any of the matters to be voted on at the meeting by sending a notice of the manner in which his or her shares are to be voted to a person authorised to receive and count postal votes at that meeting. The notice must reach that person not less than 48 hours before the start of the meeting. (5) It is the duty of a person authorised to receive and count postal votes at a meeting— (a) To collect together all postal votes received by him or her or by the company; and (b) In relation to each resolution to be voted on at the meeting, to count— (i) The number of shareholders voting in favour of the resolution and the number of votes cast by each shareholder in favour of the resolution; and (ii) The number of shareholders voting against the resolution, and the number of votes cast by each shareholder against the resolution; and (c) To sign a certificate that he or she has carried out the duties set out in paragraphs (a) and (b) of this subclause and which sets out the results of the counts required by paragraph (b) of this subclause; and (d) To ensure that the certificate required by paragraph (c) of this subclause is presented to the chairperson of the meeting. (6) If a vote is taken at a meeting on a resolution on which postal votes have been cast, the chairperson of the meeting must— (a) On a vote by show of hands, count each shareholder who has submitted a postal vote for or against the resolution: (b) On a poll, count the votes cast by each shareholder who has submitted a postal vote for or against the resolution. (7) The chairperson of a meeting must call for a poll on a resolution on which he or she holds sufficient postal votes that he or she believes that if a poll is taken the result may differ from that obtained on a show of hands. (8) The chairperson of a meeting must ensure that a certificate of postal votes held by him or her is annexed to the minutes of the meeting.