i) Properly Convened:

Definition
• Called by persons with the proper - An assembly or a group of people for a lawful purpose or the
authority and with proper notice of coming together of more than one person for any lawful
meeting sent out.

The Requisites of
purpose.

Valid Meeting
• One individual does not constitute a meeting event if he

represents two or more members.
ii) Properly Constituted: • Modern technology, not necessary for everyone to
• In which there is a chairman attend in the same room, there are adequate audio-
visual to links enable everyone attending to debate and
• From which no persons who are
vote.
entitled to attend are excluded.
• Conversation over the telephone with everyone hearing

ii) Properly Conducted:

• Meeting is conducted according Introduction of
to the rules governing the
meeting.
Meeting

Meeting Convened by the Court - The court may call
Class Meeting - One person holds all the shares of a particular a meeting or order a meeting, under s150 where one
class of shares. That person alone would constitute a valid member of the company present in person.
meeting of shareholders of that particular class.
Meeting Convened by Sole Continuing
Director - Number of directors is reduced
Board or Committee Meeting - One Man Meeting to led than the statutory requirement.
Directors to fix the quorum for One person attending can constitute a valid The continuing director may act for the
board meetings. The directors meeting in exceptional circumstances. purpose of appointing the number of
directors.
think fit, they may decide that
one director shall be a quorum.
Creditors’ Meeting - One creditor has proved his debt in a
winding-up proceeding ad if there’s is only one creditor
Meeting - of a Wholly-owned Subsidiary - As wholly- entitled to vote, that creditors will constitute a quorum.
owned subsidiary has only one member. Constitutes a
valid quorum for meetings of shareholders of the Criteria for Quorum is by Percentage of Shares Value - Quorum is by
subsidiary. the percentage of the share value and not the physical person, an
individual who owns the prescribed share value will be sufficient.