Failure of directors to call general meeting

Failure of Directors to Call General Meeting is found in section 249E of the Corporations Act 2001. It is committed by a director who failed to call a general meeting within 21 days following a request for a company meeting to be held in accordance with section 249D.

Have you been accused of Failure of Directors to Call General Meeting?

Interview
ASIC officers are trained in interview techniques and they interview people every day. They will ask you questions to rattle you or present information in a way that makes it seem that a conviction is certain. This might urge you to think your only option is to try and explain your side of the story to talk your way out of being charged with Failure of Directors to Call General Meeting.

This is not always the case and you should speak with a lawyer before making any comments. Making a comment requires careful thought and you should only do so if directed by a lawyer.

Pleading Not Guilty
It is your right to plead not guilty to Failure of Directors to Call General Meeting if you deny the allegations. Our lawyers are experts at preparing for trial. A trial is an investment in that the more preparation you put in the more you increase your chances of a not guilty verdict. There is a lot at stake in a criminal trial and it is important that the firm you work with has accredited criminal law specialists on their team.

Our firm has in-house counsel who can work with you through every stage of the matter. We can assist you to prepare to give evidence. We can assist you to brief more senior counsel where appropriate or where it is simply desirable. Our jury trial experts can provide the passion and skill to help you successfully defend the charges levelled against you.

Pleading Guilty
Pleading guilty can be a very daunting experience. We are experienced at plea making and achieving the best possible outcomes for our clients at sentencing. We care about your personal circumstances and history and work hard to make sure the Court cares as well. Our lawyers can help you through the process so that you can accept responsibility for the charges and move on with your life.

Examples of Failure of Directors to Call General Meeting
  • The board of Directors have failed to call a general meeting. Members entitled under s 249D to call a general meeting attempt to call a meeting but are not provided with a register of all of the members.
  • Members entitled to call a general meeting hold a meeting but they are not reimbursed for the cost of printing the agendas for the meeting.
Defences
  • You are a Director in a company and took reasonable steps to provide the members with the register.
  • You are a Director in a company and took reasonable steps to reimburse the members who organised the meeting.
There are other possible defences, depending on the circumstances surrounding the alleged offending. Each matter is unique and requires an individual approach and strategy.

Questions in cases like this
  • Why was there failure to call a General meeting?
  • Did you know that a registrar of members was not provided?
  • Did you know that members were not reimbursed for holding a general meeting?
Court that deals with this charge
A charge of Failure of Directors to Call General Meeting (s249E of the Corporations Act 2001) will generally be heard in the Magistrates’ Court.

Legislation
The section that covers this offence is section 249E of the Corporations Act 2001.

What is the legal definition of Failure of Directors to Call General Meeting?
It is an offence for Directors of a company not to provide a copy of the register of members to the members holding the general meeting. It is also an offence for Directors not to pay the reasonable expenses of holding a general meeting.