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Failure of Directors to Call General Meeting

Other (inc. Computer Offences) – VIC

Welcome to the VIC Failure of directors to call general meeting article page. Everything you need to know about Failure of directors to call general meeting according to VIC law.

What the Law States according to VIC Law for Failure of directors to call general meeting

According to VIC Law for the charge of Failure of directors to call general meeting,

Corporations Act 2001 – SECT 249E
Failure of directors to call general meeting

(1) Members with more than 50% of the votes of all of the members who make a request under section 249D may call and arrange to hold a general meeting if the directors do not do so within 21 days after the request is given to the company.

(2) The meeting must be called in the same way–so far as is possible–in which general meetings of the company may be called. The meeting must be held not later than 3 months after the request is given to the company.

(3) To call the meeting the members requesting the meeting may ask the company under section 173 for a copy of the register of members. Despite paragraph 173(3)(b), the company must give the members the copy of the register without charge.

(4) The company must pay the reasonable expenses the members incurred because the directors failed to call and arrange to hold the meeting.

(4A) An offence based on subsection (3) or (4) is an offence of strict liability.

Note: For strict liability , see section 6.1 of the Criminal Code .

(5) The company may recover the amount of the expenses from the directors. However, a director is not liable for the amount if they prove that they took all reasonable steps to cause the directors to comply with section 249D. The directors who are liable are jointly and individually liable for the amount. If a director who is liable for the amount does not reimburse the company, the company must deduct the amount from any sum payable as fees to, or remuneration of, the director.

The Maximum Penalty – Failure of directors to call general meeting

According to VIC Law for the charge of Failure of directors to call general meeting,

What the Police must prove according to VIC Law for Failure of directors to call general meeting

1. That the accused is a director of a company
2. That the director was required to hold a general meeting
3. That the accused/director failed to call the general meeting

Possible Defences under VIC Law – Failure of directors to call general meeting

1. Mistake
2. Factual dispute

In VIC which court will hear the matter – Failure of directors to call general meeting

 

Date: 09/01/2009

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