Whether presence of director be made necessity for quorum?

This query is : Resolved

Querist : Anonymous

Querist : Anonymous (Querist)

07 August 2015 Can a shareholding agreement mention that for an AGM or EGM to be in quorum, the presence of a director is necessary?

Arpit Shah

Arpit Shah (Expert)
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07 August 2015 http://taxguru.in/company-law/companies-act-2013-meetings-board-committees.html

Querist : Anonymous

Querist : Anonymous (Querist)

07 August 2015 the query is about general meetings not board meeting

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Pratik Shah

Pratik Shah (Expert)
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07 August 2015 The provisions of shareholders agreement can be effective only when such provisions are incorporated in AOA of the Company.

AS per my understanding, you can mention in AOA, that presence of director is necessary in EGM, provided he/she should be the members.

Quorum of GM counts the presence of members and not directors. Hence, he/she should be members cum director.

But as I mentioned, you need to incorporate such clause in AOA. Having this clause in Shareholding agreement can not mandate directors to be present.

Thanks