How Votes Are Counted

When an agenda item closes, Assembley tallies the votes and shows whether the threshold you set was reached. How that tally works (and why it can be trusted) comes down to two ideas: votes are counted by voting rights, and each vote's weight is frozen when it is cast. This article explains both.

What the tally counts

For a company assembly, the tally is weighted by voting rights. A resolution's for, against, and abstain totals are sums of the voting rights of the people who chose each option, not a headcount. So a single large shareholder can outweigh many small ones, exactly as the share structure intends. For an association, the tally is a simple headcount: one member, one vote.

The tally uses voting rights, while quorum uses share capital: two different numbers for two different questions. See Share Capital vs Voting Rights Explained.

Item types and how they tally

• Resolutions tally as for / against / abstain, and Assembley shows whether the threshold you set was reached.
• Elections tally votes across candidates for the seats available.
• Polls tally votes across the options you defined.
• Announcements aren't voted on.

See Building the Agenda.

Why the weight is frozen

The most important integrity property is that each vote's weight is fixed onto the ballot at the moment it is cast. The tally doesn't look up a voter's current weight when counting. It uses the weight recorded with their vote. This means:

• A concluded vote's result cannot drift if the register is edited afterwards.
• The number that counted is preserved exactly, on the ballot, as part of the permanent record.

This is what lets the result be independently verified later. See How Vote Integrity Is Protected and How Voting Weight Is Calculated.

Thresholds and outcomes

Each item carries the threshold you set for it: a simple majority for routine resolutions, a qualified majority for statute changes, and so on. Assembley counts the weighted tally against it: the results screen shows the requirement, the figures and whether the threshold was reached.

Where to go next

See Reading Assembly Results for how outcomes are presented, and Understanding Quorum for the representation side of a valid decision.

This page is general information, not legal advice. Rules change and your articles of association may differ, so check the current rules or ask an adviser before you rely on it.