(1) A special resolution of the members (or of a class of members) of a company means a resolution passed by a majority of not less than 75%.
(2) A written resolution is passed by a majority of not less than 75% if it is passed by members representing not less than 75% of the total voting rights of eligible members (see Chapter 2).
(3) Where a resolution of a private company is passed as a written resolution—
(a) the resolution is not a special resolution unless it stated that it was proposed as a special resolution, and
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