Who has the Standing to Requisition an EGM?

Section 176(1) of the Companies Act 1967 (“CA“) provides that directors of a company must, on the requisition of members of the company holding not less than 10% of the total number of paid-up shares, immediately proceed to convene an extraordinary general meeting (“EGM“) of the company. However, does “members” include beneficial shareholders of the company who hold their shares through nominees such as brokerage houses? Would such shareholders have the necessary standing to requisition an EGM? The High Court considered this issue in Tanoto Sau Ian v USP Group Limited [2023] SGHC 106, finding that such shareholders do not have the necessary standing.

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