GENERAL MEETING UNDER COMPANIES ACT 2013

 BY SUSHMA GOWDA

INTRODUCTION

ANNUAL GENERAL MEETING

An Annual general Meeting is required to be held every year by every company whether public or private, Limited by shares or by guarantee, with or without share capital or unlimited company.

Annual general meeting should be held once every year.

First Annual general meeting of the company should be held within 9 months from the closing of the financial year.

Subsequent annual general meeting of the company should be held within 6 months from the closing of the financial year.

The gap between two annual general meetings should not exceed 15 months.

CLASS MEETINGS

Class meeting are those meetings which are held by holders of particular class of shares e.g. preference shares.

QUORAM

In case of Public Company the Quorum shall depend on members as on the date of meeting:

1) If members not more than 1000- quorum shall be 5

2) If members more than 1000 but less than 5000-quorum shall be 15.

3) If members more than 5000- Quorum shall be 30

KINDS OF RESOLUTION

There are four kinds of resolution under Act (a) Ordinary Resolution (Section.114), (b) Special Resolution(section 114) (c) Resolution requiring special notice (Section 115) (D) board Resolution.

As per section 117 of the Act, Resolution required to be filed with Registrar for its recording within 30 days of its passing at meeting.

MINUTES

Every Company is required to Keep Minutes of the proceedings of general Meeting and of Meetings of Board of Directors and its Committees.

RULE 18 OF COMPANIES(MANAGEMENT AND ADMINISTRATION) RULES 2014 OF COMPANIES ACT 2013.

A company may give notice through electronic mode. Electronic Mode’ means any communication sent by a company though its authorized and secured computer programme.

1) Email shall be addressed to the person entitled to receive such e-mail as per the records of the company.

2) E-mail shall state the name of the company, notice of the type of meeting and the date on which meeting is scheduled.

3) If notice is sent in the form of an attachment to E-mail, such attachment shall be in the form of Portable Document Format(PFA)

4) There shall be no Difference in the text of the physical version of the notice and electronic version of the notice and electronic version except in respect of mode of dispatch of notice.

5) If a member entitled to receive notice fails to provide or update relevant e-mail address to the company, company shall not be in default for not delivering notice via e-mail.

6) Company may send e-mail through in-house facility or authorize any third party agency providing bulk e-mail facility.

PERSONS ENTITLED TO RECEIVE NOTICE

Every matter of the company, Legal representative of any deceased member or the assignee of an insolvent member;

The auditor or auditors of the company and every director of the company.

POSTAL BALLOT

As per Section2(65) “Postal Ballot’ means voting by post or through any electronic mode. It shall be transacted only by the means of Voting