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Company Law Reform Bill [HL]

moved Amendment No. A163:"Page 310, line 40, at end insert—" ““(   )   The reference in subsection (2)(c) to rights to vote at a general meeting of the company that decides whether to take any action which might result in the frustration of the bid includes a reference to rights to vote on a written resolution concerned with that question.”” The noble and learned Lord said: The amendment will complete implementation of the provisions of Article 11.3 of the takeovers directive. The amendment provides for override of contracts which place restrictions on voting rights on written resolutions relating to frustrating action during the bid. It is necessary because, in the case of private companies, we need to recall that shareholders can express their wishes by means of written resolutions as well as by voting at a general meeting. I beg to move. On Question, amendment agreed to.