Quorum of the meeting
Querist : Anonymous
Preference shareholder will not be taken into account for general meeting quorum purpose.The holders of preference shares cannot be counted for quorum, unless they have the right to participate in the meetings due to their dividend not having been paid for the period stated in section 87 of the Act.
However, a single member present cannot by himself constitute a quorum but a single member quorum is valid if such a direction has been issued by the CLB/Tribunal under section 167 or 186.
Regards
Quorum implies plural number of members:
There shall be at least two persons to constitute a meeting. A single member holding proxies or representations of more than one member or being a member both in his personal capacity and as a trustee for another does not constitute a meeting unless somebody else is present there or the Statute or the CLB/Tribunal authorised by, specifically providing therefor.
Exceptions:
A single member, whether present by himself or by proxy, can constitute quorum in following exceptional cases:
1. If the Annual General Meeting is called by the Central Government:—
According to section 167(1), the Central Government may call an Annual General Meeting on the application of any member of the company and give such directions as it may think fit. Directions may include that one member of the company present in person or proxy shall be deemed to constitute a meeting.
2. If a general meeting other than the Annual General Meeting is called by the CLB/Tribunal:—
According to section 186, the CLB/Tribunal has the power to call a meeting other than the Annual General Meeting, if the Annual General Meeting of the company has not been held due to some reason and give such directions as it may think fit. Directions may include that any one member of the company present in person or proxy shall be deemed to constitute a meeting.
3. In other special situation:—
In certain circumstances, if it seems that quorum cannot be reached, an application shall be made to the CLB/Tribunal for an order that a meeting should be called and even if one member present in person or by proxy, should constitute a quorum.
4. If all members but less than quorum present at meeting:—
If the numbers of members of the company is reduced below minimum required quorum for the meeting, than all those who are members, can personally attend the meeting and question of quorum will not arise.
5. In the case of class meetings:—
If all the class shares of a company are held by one shareholder than single member present by himself or by proxy will constitute a quorum for such class meeting.
Regards
Querist : Anonymous
Querist : Anonymous
Yes, if the articles approve the same, then he can be proxy for maore than one, but in case of quorum, he/she will be count as one person physically present.
Regards
Hi
Read Regulation 75 of Table A, of Schedule I about the power of single director.
Regards
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