Assignment task: In UK company who exactly are the eligible members of a private company? Does it include directors without share capital? If a director without share capital is not an eligible member, can't he participate in a written resolution? But the MA 44 of Regulation Model articles for private companies limited by shares show:
(1) A poll on a resolution may be demanded-
(a) in advance of the general meeting where it is to be put to the vote, or
(b) at a general meeting, either before a show of hands on that resolution or immediately after the result of a show of hands on that resolution is declared.
(2) A poll may be demanded by-
(a) the chairman of the meeting;
(b) the directors;
(c) two or more persons having the right to vote on the resolution; or
(d) a person or persons representing not less than one tenth of the total voting rights of all the shareholders having the right to vote on the resolution.
(3) A demand for a poll may be withdrawn if-
(a) the poll has not yet been taken, and
(b) the chairman of the meeting consents to the withdrawal.
(4) Polls must be taken immediately and in such manner as the chairman of the meeting directs.
Therefore, I am confused. In a private company, can a director with no share capital participate and vote in a written resolution?