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Meetings and Resolutions

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Presentation on theme: "Meetings and Resolutions"— Presentation transcript:

1 Meetings and Resolutions

2 Meetings “Any gathering , assembly or coming together of two or more persons for the transaction of some lawful business of common concern is called meeting”

3 Characteristics of a Company Meeting
A company’s meeting is a get together of two or more persons. Before a meeting is held ,the members are given a notice about the meeting. A meeting is held at specific place and time A company’s meeting is held according to the provisions of the Companies Act

4 Kinds of Meetings Company’s Meeting Creditors’ Meeting
Debenture-holders’ Meeting Shareholders Meeting Board of directors Meeting Extraordinary General Meeting Statutory Meetings Annual General Meeting Class Meeting

5 Shareholders’ meetings
Statutory Meeting Annual General Meeting Extraordinary General Meeting Class Meeting

6 Statutory Meeting Necessity of Statutory Meeting A private company
Company limited by guarantee but not having share capital An unlimited company A private company that is later converted to a public company A private company which is recognised as a public company under section 43(A)

7 Legal Provisions Regarding Statutory Meeting
Statutory Report Certification of Report Filing of Report with the Registrar Procedure of Meeting Consequences of Failur e to hold Statutory Meetings

8 Annual General Meeting
Business of the Meeting General Business Special Business

9 Statutory Provisions Regarding the Annual General Meeting
Time Interval for Calling the Meeting Notice and Place of Meeting Sending Copies of Balance Sheet and Auditors’ Report to Members Consequences of not holding the Annual General Meeting

10 Extraordinary General Meeting
Extraordinary General Meeting may be called: To make an alteration in the company’s memorandum or articles of association. To issue fresh debentures To increase, reduce or reorganise the company’s share capital

11 Who may Call such Meetings
By the Directors By the Directors on Requisition of Members By the Requisitionists Themselves By National Company Law Tribunal

12 Board of Directors Meetings
Meeting of Board of Directors Meeting of Directors Committees

13 Statutory Provisions Regarding Boards Meetings
Power to convene the Meeting Period of Meeting Notice and Agenda of the Meeting Quorum Chairman of the Meeting Decision making Procedure Decision without Meeting Minutes of Meetings

14 Kinds of Resolutions Ordinary Resolution Special Resolution
Resolution Requiring Special Notice

15 Difference between an Ordinary Resolution and a Special Resolution
An Ordinary resolution is one which is passed in the company’s general meeting by a simple majority of votes ie-51%. No notice is required to be given for moving an ordinary resolution.. All matters relating to the company’s business,except those which need to be settled by a special resolution, are settled by an ordinary resolution. An ordinary resolution does not need to be registered with the registrar. The votes cast in favour of the resolution , whether in person or by proxy, are not less than three times the votes cast against the resolution by members so entitled. A prior notice needs to be given for moving a special resolution in any meeting of the company. A special resolution is meant to make decisions in important matters and protect the rights of company’s members. A copy of every special resolution must be delivered to the Registrar within 30 days of its being passed.

16 Thanks…

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