Under company law, there are a limited number of decisions which require shareholder approval: for example, making amendments to the company's articles of association, electing directors, and putting the company into voluntary liquidation. The company's articles of association may give the shareholders further rights to take decisions.
Some decisions need to be passed by a majority of the votes cast at the shareholders' meeting. These are called 'ordinary resolutions'. Others require a 75 per cent majority of the votes cast. These are called 'special resolutions'.
You can also take action if you think the directors are treating you unfairly or acting illegally. However, this can be a difficult process (see question 3).
In general, shareholders do not have the right to directly overrule the directors. However, shareholders with at least 5 per cent (sometimes 10 per cent) of the voting rights can require the company to call a shareholders' general meeting, and to consider their chosen resolution. This resolution could address a specific decision which the shareholders wish to overturn. Alternatively, the resolution could be aimed at replacing the existing board with new directors who are expected to take decisions with which the shareholders agree (see question 8).
