PRESENTATION ON COMPANY MEETING AND ITSedit Master subtitle style TYPE Click to

Presented by :Er. Vishal Kumar Sahista Nazz Kartik

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22-May-12

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Meetings
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An act or process of coming together as an assembly for a common purpose. A meeting is a gathering of two or more people that has been convened for the purpose of achieving a common goal through verbal interaction, such as sharing information or reaching agreement. Meetings may occur face to face or virtually, as mediated by communications technology, such as a
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GENERAL MEETINGS OF SHAREHOLDERS

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Statutory Meetings (Section 165)

Every company limited by shares and every company limited by guarantee and having a share capital shall, within a period of not less than 1 month not more than 6 months from the date at which the company is entitled to commence business, hold a general meeting of the members of the company. This meeting is called the statutory meeting. This is the first 33 22-May-12 Copyright reserved by Vishal,

Statutory report:
Contents of the statutory report:

Total shares allotted received of receipts and payments and auditors contract
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Cash

Abstract

Directors Contracts

Underwriting

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 Company There

to hold annual general meeting every year shall not be an interval of more than 15 months between one annual general meeting of the company and the next. A Company may hold its first annual general meeting within a period of 18 months from the date of its incorporation. In that event it is not necessary for the company to hold any
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ANNUAL GENERAL MEETING (Sec. 166 and 167)

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Time and place of meeting:

Every

annual general meeting shall be called during business hours on a day that is not a public holiday. It shall be held either at the registered office of the company or at some other place within the city, town or village in which the registered office of the company is situate. The Central Government may exempt a company from these provisions subject to such conditions as it may impose. 22-May-12 Copyright reserved by Vishal, It may also by a 66

Importance of annual general meeting:

The shareholders can exercise any control over the affairs of the company. They can also get an opportunity to discuss the affairs and review the working of the company. They can also take the necessary steps for the protection of their interests.

Appointment of auditors is also made at the annual general meetings. Annual 22-May-12 Copyright reserved and dividends are declared in 77 accounts by Vishal,

EXTRAORDINARY GENERAL MEETING (Sec. 169)

It

is called for transacting some urgent or special business, which may not be postponed till the next annual general meeting.
It may be convened-

By the Board of directors on its own or on the requisition of the members.

By the requisitionists themselves on the failure of the Board of directors to 22-May-12 Copyright the meeting. 88 call reserved by Vishal,

CLASS MEETINGS
Under

the Companies Act, class meetings of various kinds of shareholders and creditors are required to be held under different circumstances. REQUISITES OF A VALID MEETING authority of meeting
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Proper Notice

Quorum

for meeting 22-May-12 Copyright reserved by Vishal,

 VOTING AND POLL

Voting Voting

by a show of hands (Sec. 177 and178). by poll (Sec. 179).

Meeting

in continuance until result of poll ascertained. A poll is complete when its result is ascertained, and not on an earlier day when the votes were cast. Where a poll is taken, 22-May-12 Copyright meeting is regarded as continuing 10 the reserved by Vishal,

RESOLUTIONS
Ordinary

resolution [Sec. 189(1)]

An ordinary resolution is a resolution passed at a general meeting of a company by a simple majority of votes.
When

is an ordinary resolution required? Rectification of name or adoption of new name where it resembles the name of an existing company with the previous approval of the Central Government.
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Special resolution which satisfies various conditions as follows: The

intention to propose the resolution as a special resolution has been duly specified. notice has been duly given of the general meeting.

The The

votes cast in favour of the resolution by members entitled to vote are not less than 3 times the number of votes cast against the resolution by members so entitled 22-May-12 and voting. The Copyright reserved by Vishal, 12

When is a special resolution required?

Alteration

of Memorandum for changing the place of registered office from one State to another or alteration of objects with the leave of the Company Law Board. of name of a company with the consent of the Central Government.

Change

Omission

or addition of the word Private from, or to, the name of a company. 22-May-12 Copyright reserved by Vishal,

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Continue
Alteration

of the Articles of a company.

Conversion Reduction Variation Removal

of any portion of the uncalled capital into reserve capital. of share capital. of shareholders rights.

of a companys registered office outside the local limits of any city, town or village. and returns at a place 22-May-12 14

Keeping registers Copyright reserved by Vishal,

When is special notice required?

Appointment Provision Removal

of an auditor other than the retiring ones (Sec. 225). that a retiring auditor shall not be re-appointed (Sec. 225). of a director before the expiry of his period. (Sec. 284). of a director in place of one who is removed (Sec. 284).
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Appointment

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Copy of resolution or agreement to be filed with the Registrar.

A

copy of every resolution (together with a copy of material facts) or agreement to which Sec. 192 applies shall, within 30 days after the passing or making thereof, be printed or typewritten and filed with the Registrar. Such printed or typewritten copy is to be duly certified under the signature of an officer. If default is made in complying with this provision, the company, and every officer of the 16 22-May-12 Copyright reserved by Vishal,

Copyright reserved by Vishal,

22-May-12

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