Types of Resolution:

(i) Ordinary Resolution:

A resolution which is passed by simple majority is called ordinary resolution. More than 50% of the votes should be in favour of motion. An ordinary resolution need not be submitted to the Registrar of Companies. The notice of the meeting need not require to explain the particulars of an ordinary resolution.

Examples:

• Approval of Directors report and Auditor report.
• Alteration of share capital
• Declaration of dividend, etc.

(ii) Special Resolution:

The resolution which is passed by special majority is called as Special resolution. It is passed by 3/4th or 75% majority. The purpose of passing this resolution should be mentioned in the notice of the meeting. A special resolution is passed in general meeting only. Notice of special resolution has to be given to the members 21 clear days before the meeting. A copy of special resolution must be filed with the Registrar of Companies through e-filing on MCA portal within 30 days of passing resolution.

Examples:

• Change in the name of the company.
• Change in the registered office of the company from one state to another.
• Alteration in the object clause of company, etc.

(iii) Resolution requiring special notice:

Some resolutions require special notice as per the companies Act or Articles of Association of the company, hence such resolutions are called resolution requiring special notice. Special Notice resolution may be ordinary or special resolution. A proposer of a motion has to give a special notice of 14 days to the company. The company should then give a notice of that resolution to all members atleast 7 days before the meeting.

Examples:

• Resolution to appoint a person as an auditor other than a retiring auditors.
• A resolution providing that a retiring auditor shall not be reappointed.
• Resolution to appoint director other than retiring director, etc.

(iv) Resolution requiring registration:

Resolution which are required to be registered with the Registrar of Companies are called as resolution requiring registration. Resolution should be filed with Registrar within 30 days of its passing.

Examples:

• All special resolutions.
• Resolution made by Board of Directors regarding appointment or reappointment of Managing director.
• Resolution by members regarding dissolution of the company, etc.

(v) Resolution by Circulation:

When directors have to take important and urgent decisions and do not have a sufficient time to call a meeting, then a draft resolution is prepared and forwarded to all directors to pass resolution. It is called as resolution by circulation.