For issuing preference shares, esop , private placement , a special resolution is needed. 1) so if AOA mentions "it can issue preference shares etc " then a special resolution by members is needed to issue preference shares? ?? 2) if the answer to about question is yes , thn if AOA doesn't mention "it can issue preference shares etc" then company needs to pass two special resolution ? One for amending the AOA and another by members in meeting ?