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Agm beyond prescribed time

savita (CS) (88 Points)

24 June 2013

Hi Experts,

The company is unable to conduct AGM for the FY 2011 -12 due to non finalisation of annual accounts.

Is it require to approach to CLB?

what will be penalty for the same?

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2 Replies

Rajat Poddar (Qualified CS and CA Finalist) (3355 Points)
Replied 24 June 2013

Please refer sec168.. Failing to hold AGM in accordance with section 166....Rs. 50,000/- +2,500 per day is the penalty in case of failure to conduct AGM . The company and every officer of the company who is in default would be held liable...

Yes i think approval of CLB would be required in case of failure within stipulated time...

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umaa's legal clinic (simple solutions for complex legal issues) (165 Points)
Replied 24 June 2013

Dear Savitha,

1. Every company shall hold annual general meeting every year(calander) under sec.166(1).

2. Proviso to sec.166(1) specifies that the Registrar may extend time to hold agm within which agm shall be held for a period not exceeding three months.

3. Company law board may call or direct the calling of agm on an application made by any member of the company (sec.167(1). As such a company has no locus standi to file application.

4. The default is a continuing on.

5. The companies act does not bar the company from holding agm beyond the time limited.

6. Every officer of the company who is in default shall be punishable with fine which may extend to fifty thousand rupees and a further fine which may extend to 2500/- every day after the first during which such default continues.

Hence, your company may call and hold agm duly, and pay the fine.

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