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ResourcesThai Civil and Commercial CodeBook3Title XXII Chapter IV Limited Companies Part III Management of Limited Companies 3. Directors

Title XXII Chapter IV Limited Companies Part III Management of Limited Companies 3. Directors

Page: 156

Section: 1183 - 1193

Section 1183.- If the regulations of the company provide that no shareholder is entitled to vote unless he is in possession of a certain number of shares, the shareholders who do not possess such number of shares have the right join in order to form the said number and appoint one of them as proxy to represent them and vote at any general meeting.

 

Section 1184.- No shareholder is entitled to vote unless all calls due by him have been paid.

 

Section 1185.- A shareholder, who has in a resolution a special interest, cannot vote on such resolution.

 

Section 1186.- Holders of certificates to bearer may not vote unless they have deposited their certificates with the company before the meeting.

 

Section 1187.- Any shareholder may vote by proxy, provided the power given to such proxy is in writing.

 

Section 1188.- The instrument appointing a proxy shall be dated and signed by the shareholder and shall contain the following particulars :

                  (1) The number of shares held by the shareholder ;

                  (2) The name of the proxy ;

                  (3) The meeting or meetings or the period for which the proxy is appointed.

 

Section 1189.- The instrument appointing a proxy must be deposited with the chairman at or before the beginning of the meeting at which the proxy named in such instrument proposed to vote.

 

Section 1190.- At any general meeting, a resolution put to the vote shall be decided on a show of hands, unless a poll is, before or on the declaration of the result of the show of hands, demanded by at least two shareholders.

 

Section 1191.- At any general meeting, a declaration by the chairman that a resolution has, on a show of hands, been passed or lost, and an entry to that effect in the books of the proceedings of the company shall be sufficient evidence of the fact.

If a poll is demanded, the result of the poll shall be deemed to be the resolution of the meeting.

 

Section 1192.- If a poll is duly demanded, it shall be taken in such manner as the chairman directs.

 

Section 1193.- In case of an equality of votes, whether on a show of hands or on a poll, the chairman of the meeting shall be entitled to a second or casting vote.