11 January 2012
If there is any Director residing outside India and there is a provision in Articles of Association that Notice of Board Meting must be given to such director residing outside India at his address outside India, then shall the notice of Board Meeting be given on the address outside India or the provisions of section 286 should be followed or both will be followed??
There is a basic rule while interpriting these kind of statements in law.
these section only provide basic minimum requirement, these will be only considered if there is no clause in the AoA.
So as per my opinion you have to follow your AoA and serve notice to all the directors at their outside address. this would be deemed compliance with section 286 and the share holder cannot claim because they are bond by AoA.
11 January 2012
Yes, If Your AOA contains specific provision regarding Notice to Directors residing outside India, then you have to give notice to such Director.
As there is not any time limit given in company law regarding length of Notice, so again your AOA would prevail here,
But If AOA does not contain specific provision regarding length of Notice then general circumstances of case to case shall be considered.
CAclubindia
