s 281 Resolutions
(1) A resolution of the members (or of a class of members) of a private company must be passed— (a) as a written resolution in accordance with Chapter 2, or (b) at a meeting of the members (to which the provisions of Chapter 3 apply). (2) A resolution of the members (or of a class of members) of a public company must be passed at a meeting of the members (to which the provisions of Chapter 3 and, where relevant, Chapter 4 apply). (3) Where a provision of the Companies Acts— (a) requires a resolution of a company, or of the members (or a class of members) of a company, and (b) does not specify what kind of resolution is required, what is required is an ordinary resolution unless the company's articles require a higher majority (or unanimity). (4) Nothing in this Part affects any enactment or rule of law as to— (a) things done otherwise than by passing a resolution, (b) circumstances in which a resolution is or is not treated as having been passed, or (c) cases in which a person is precluded from alleging that a resolution has not been duly passed.