Section 7: Postal votes

7. Postal votes (1) A shareholder may exercise the right to vote at a meeting by casting a postal vote in accordance with this subparagraph; (2) The notice of a meeting at which shareholders are entitled to cast a postal vote shall state the name of the person authorised by the Board to receive and count postal votes at that meeting. (3) Where no person has been authorised to receive and count postal votes at a meeting, or where no person is named as being so authorised in the notice of the meeting, every director shall be deemed to be so authorised. (4) (a) 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 in the manner in which his shares are to be voted to a person authorised to receive and count postal votes at that meeting. (b) The notice shall reach that person not less than 48 hours before the start of the meeting. (5) A person authorised to receive and count postal votes at a meeting shall— (a) collect together all postal votes received by him or by the company; (b) in relation to each resolution to be voted on at the meeting, 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; (c) sign a certificate that he has carried out the duties set out in subparagraphs (a) and (b) which sets out the results of the counts required by subparagraph (b); and (d) ensure that the certificate required by subparagraph (c) is presented to the Chairperson of the meeting. (6) Where a vote is taken at a meeting on a resolution on which postal votes have been cast, the Chairperson of the meeting shall— (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. C35 – 223 [Issue 1] Companies Act (7) The Chairperson of a meeting shall call for a poll on a resolution on which he holds sufficient postal votes that he believes that, where a poll is taken, the result may differ from that obtained on a show of hands. (8) The Chairperson of a meeting shall ensure that a certificate of postal votes held by him is annexed to the minutes of the meeting.