What is the minimum proportion required for a private company to pass a special resolution at a general meeting?

To pass a special resolution at a general meeting, a private company is required to achieve a minimum proportion of 75% of the votes cast. This significant majority is necessary because a special resolution generally pertains to critical decisions that can alter the company's structure or operations, such as changes to the articles of incorporation, mergers, or significant asset sales.

The rationale for requiring a higher threshold than a simple majority (more than 50%) ensures that there is a broader consensus among shareholders for such impactful decisions. This safeguard helps protect minority shareholders and maintains a stable governance structure within the company.

In contrast, a simple majority would make it easier for a small group of shareholders to impose their will over the entire company, which could lead to decisions that do not reflect the interests of a larger base of shareholders. Therefore, the requirement of a 75% vote for special resolutions strikes a balance between allowing necessary corporate actions while still ensuring a strong agreement from shareholders.