Association of Chartered Certified Accountants (ACCA) Certification Practice Test

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What type of resolution is typically required for a company to wind up voluntarily?

  1. Ordinary resolution

  2. Special resolution

  3. Unanimous resolution

  4. Majority resolution

The correct answer is: Special resolution

A special resolution is required for a company to wind up voluntarily because it is a significant decision that typically requires a higher level of agreement among shareholders compared to ordinary resolutions. A special resolution usually necessitates a two-thirds or three-quarters majority, depending on the jurisdiction, signaling that the decision is of substantial importance for the company's stakeholders. In contexts involving corporate governance, a voluntary winding up indicates that the company has chosen to cease operations and liquidate its assets in an orderly fashion, often to settle debts and distribute any remaining assets to shareholders. The necessity for a special resolution ensures that all shareholders have had the opportunity to express their consent or dissent regarding this critical action, thereby providing a safeguard against hasty or unilateral decisions by a small group of investors.