Page 281 - Albanian law on entrepreuners and companies - text with with commentary

2. by shareholders representing at least five percent of the company's basic capital. A demand
by a person as proxy for a shareholder shall be the same as a demand by the shareholder.
(7) Unless challenged by a shareholder a declaration by the Chairman/woman that a resolution
has been carried unanimously, or by a particular majority, or lost, or not carried by a particular
majority and an entry to that effect in the minutes of the meeting shall be conclusive evidence of
the fact without proof of the number or proportion of the votes recorded in favor of or against
the resolution.
(8) If the declaration is challenged a secret ballot shall be carried out to determine the number of
votes cast for and against the resolution.

Article 15: Votes of Members
(1) Subject to any rights or restrictions attached to any shares, each share of a shareholder who
(being an individual) is present in person or by proxy or (being a company) is present by a duly
authorized representative or by proxy shall have one vote.
(2) No shareholder shall vote at any General Meeting or at any separate meeting of the holders
of any class of shares in the company, either in person or by proxy, in respect of any share held
by him/her unless all contributions presently payable by him/her in respect of that share have
been paid.
(3) Any objection raised to the qualification of a voter made in due time shall be referred to the
Chairman/woman whose decision shall be final and conclusive. Every vote not disallowed at the
meeting or adjourned meeting shall be valid.

Article 16: Voting by Proxy
(1) A proxy shall be appointed by the member in the following form (or in any other form
which is usual or which the Directors may approve):
“............ShA……..
I/We, ............, of ............, being a shareholder/shareholders of the above-named company,
hereby appoint ............ of ............, or failing him/her, ............ of ............, as my/our proxy to
vote in my/our name[s] and on my/our behalf at the General Meeting of the company to be held
on ............ 20............, and at any adjournment thereof.
Signed on ............ 20.............”.
(2) Where it is desired to afford shareholders an opportunity of instructing the proxy how he/she
shall act the appointment of a proxy shall be in the following form (or in any other form which
is usual or which the Directors may approve):
“...........ShA............
I/We, ............, of ............, being a shareholder/shareholders of the above-named company,
hereby appoint ............ of ............, or failing him/her ............ of ............, as my/our proxy to
vote in my/our name[s] and on my/our behalf at the General Meeting of the company, to be held
on ............ 20............, and at any adjournment thereof.
This form is to be used in respect of the resolutions mentioned below as follows:
Resolution No. 1 *for *against

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