Circular of MCA dated 21.07.2015 RE: Approval Of Board Report On The Date Of AGM Query

    Posted By : damini / Published on : 21-Oct-2019 02:27 PM / View : 264 / Comment : 0
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    In a case like yours, the Date of AGM will be decided at the Board Meeting to be held on, say, 30.09.2020 at 10.00 AM at which, inter alia, the Day and Date (say, Wednesday, 30.09.2020) and Time (say, 04.00 PM) of the AGM to be convened at a shorter Notice would also be decided. The Financial Statements would be circulated through E-mail immediately on their Approval to be accorded at the said Board Meeting. Circular of MCA dated 21.07.2015 warrants convening of AGM at a shorter Notice as well as the circulation of the Financial Statements at a shorter Notice.

    Provisions of section 101 of the Companies Act, 2013 pertaining to convening of AGM at a shorter Notice should be complied with, including Written / Digitised Consent of 95 % of Members entitled to Vote at the AGM. For GMs other than an AGM, condition of Consent of Members is Amended vide Companies (Amendment) Act, 2017 wef 09.02.2018.

    The word “shorter” is not defined under the Companies Act, 2013 which may give the benefit of doubt in favour of the Board of Directors of the concerned Company. In terms of section 101, an AGM may be convened at a Notice period of less than clear 21 Days. Section 101 1st Proviso does not stipulate any Threshold Notice period of either Minimum No. of Days or Minimum No. of Hours. So, a shorter Notice may be of even a couple of Hours, too.

    In the concurrent Electronic era, communication at the lightning speed is possible which may make happen the situation envisaged vide the Trailing E-mail.

    One should not plan such a situation, though can be taken care of, if it is inevitable.

    The above views may sound aggressive, but that is how the Professionals help develop or re-develop the Law under the direction and guidance of the Judiciary.

    Read more on : report date query board approval dated circular

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