COMPANIES ACT - 1963 (ACT 179)

    Section - 161 - Quorums

    (1) No business shall be transacted at any general meeting unless a quorum of members is present at the time when the meeting proceeds to discuss that business; but provided that a quorum is then present the meeting may validly proceed with that business notwithstanding that a quorum is not present throughout:

    Provided that where any members present are entitled to vote only on some resolutions and not on others such members shall be counted towards a quorum in respect of the former resolutions but not in respect of the latter.

    (2) Unless otherwise provided in the company's Regulations, the following shall constitute a quorum, that is to say,

    (a) if the company has only one member, that member present in person or, where proxies are allowed, by proxy;

    (b) in any other case two members present in person or, where proxies are allowed, by proxy, or one member so present holding shares representing more than fifty per centum of the total voting rights of all the members having a right to vote at the meeting.

    (3) Unless otherwise provided in the company's Regulations, if a quorum is not present within half an hour after the time appointed for the meeting, the meeting if convened upon the requisition of members in accordance with section 271 or 297 of this Code, shall be dissolved, and in any other case shall stand adjourned to the same day, in the next week at the same time and place or to such other day, place and time as the directors may determine, and if at the adjourned meeting a quorum is not present within half an hour after the time appointed the member or members present shall constitute a quorum.

    (4) Where the meeting is adjourned to the same day, place and time in the following week no notice need be given; otherwise notice of the adjourned meeting shall be published in at least one daily newspaper circulating in the district in which is situated the registered office of the company.

    (5) Provided that a quorum is present the meeting shall be deemed to be duly conducted notwithstanding that only one member or one proxy is present.