Foreign directors/ AGM

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Sanchit Jain (Querist)
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29 October 2009 There is a private limited company which has 2 foreign directors. The directors do not travel to India. How to hold their AGM in the state where registered office is situated (Delhi)

Regards,
CA. Sanchit Jain

Ankur Garg

Ankur Garg (Expert)
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29 October 2009 Hi,

First understand presence of all the directors in AGM is not mandatory.

As your company is a private company 2 members personally present as quorum under section 174 is enough to hold a valid AGM.

Revert for further clarification.

Regards

Sanchit Jain

Sanchit Jain (Querist)
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29 October 2009 The company has only 2 foreign directors. Atleast one of them should be present to conduct the meeting?
Further, the shareholders are also foreigners, for whom proxies can be appointed.

Is there a possibility of adopting the accounts by circular resolution?

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Ankur Garg

Ankur Garg (Expert)
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29 October 2009 As per section 174 physical presence of 2 members is mandatory as quorum for a valid GM. Rest of the members may be present through proxies.

Legally it is nowhere mentioned that 1 director should be present in GM. So if it is unpractical for you then you may go for without directors.

However physical presence of 2 members is mandatory as quorum for a valid GM.

Regards

gbalakrishnan

gbalakrishnan (Expert)
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17 June 2013 SEE FRIENDS IN FOREIGN DIRECTOR KIND OF COMPANIES THE COMPANY ADOPTS ALTERNATE DIRECTORS LOCALLY APPOINTED ONCE APPROVED BY FOREIGN DIRECTORS PRESENT IN THE RELEVANT MEETING, AS 2 DIRECTORS NEED TO BE THERE IN GM, ELSE THAT MEETING MAY BE TERMED SHAM THAT MAY CREATE SOME UNKNOWN PROBLEMS