Corporate Representative

Section 250D of the Corporations Act provides that a body corporate (ie, a company) may appoint an individual person to represent it at shareholder/general meetings.

That ‘authorised corporate representative’ may exercise all of the powers that the company itself may exercise in attending, speaking, voting, and/or otherwise in relation to a meeting, at a shareholders’ meeting.

The appointment:

may be specific for 1 meeting, or may be a standing one (until revoked)

may set out restrictions on the representative’s powers

can be in favour of a position – rather than a named person – although the in such case individual lodging/presenting the authorisation should produce appropriate evidence that they are the position-holder

can provide for more than 1 individual to be authorised, but only 1 is able to act at any one time.

To evidence such appointment it must be in writing.

The representative must provide the evidence to the company (or its share registry) in good time before the shareholders’ meeting, or bring it to the meeting.

In the absence of anything untoward or ‘suspicious’, the authenticity of such appointment should be taken on the face of it as a duly authorised and valid document.

*Originally written by Company Secretary, an Australian virtual company secretary service.

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