Voting at a company’s general meeting is conducted in two ways- voting by show of hands or by a poll. Voting by show of hands is the voting pattern in which the result is determined by numerical strength of the shareholders supporting or opposing a resolution. Every shareholder or proxy present and eligible to vote is entitled to one vote.
When voting by poll, each shareholder votes according to the number of shares held. There are however instances where a shareholder may have fewer number of shares yet have more votes than another shareholder with more shares. The right to demand a poll is entrenched in the Companies and Allied Matters Act and is not limited by a Company’s Article of Association except where the restriction is for the purpose of restricting the use of a poll for the election of a chairman and adjournment of a meeting.
The following persons can demand a poll:
a) The chairman of the meeting, where he is a shareholder or a proxy;
b) At least three members present in person or by proxy;
c) Any member present in person or by proxy and representing not less than ten percent of the total voting rights of all the members having the rights to vote at the meeting; or
d) A member or members holding shares in the company conferring a right to vote at the meeting, being shares on which an aggregate sum has been paid up equal to not less than 10% of the total sum paid up on all the shares conferring that right.
After a poll has been taken, the result of the poll is deemed to be the resolution of the meeting at which the poll was demanded and it is the duty of the chairman of the meeting to declare the results of the voting. The chairman’s declaration of the result is conclusive.
 Section 143 Companies and Allied Matters Act
 Section 224 Companies and Allied Matters Act
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