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board meeting section 288

sahil yadav (intern) (24 Points)

04 May 2010

Hi,

can someone please tell me if a board meeting is adjourned due to non-adequate quorum, then if there is no quorum in the adjourned meeting as well does it get adjourned again? Till how long does this adjournment keep going on if every subsequent board meeting keeps lacking the quorum? please give me something to back it as well, maybe a caselaw or something.

Its urgent.

Thanks

Sahil

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3 Replies

Deepak Maharishi (CS) (514 Points)
Replied 20 May 2010

Dear Sahil,

An adjourned meeting as not exempt from the requirement of quorum at the meeting. In other words, at the adjourned meeting also the quorum is required.

This can be clarified in other way : Board meeting which is adjourned to a later date is also a meeting and would be counted under section 285. That means if you adjourn a meeting for want of quorum, it would still be called as a valid board meeting and there may be as many meetings like this untill you have a valid quorum.

CASE - Maharani Yogeshwari Kumari v/s Lake Shore Palace Hotel Pvt Ltd

It was said that an adjourned meeting also has to have a valid quorum. The act has not exempted such meetings from quorum formation, rather the act has provided saparate section for passing of resolution by circulation.

Hence, You need to have a valid quorum even at the adjourned meeting.

Regards

Deepak Maharishi

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Kumar (Article) (922 Points)
Replied 22 May 2010

Dear Sahil...

With regard to ur query abt quorum in adjourned board meeting, Section 287 is silent in this regard as compared to Section 174(5) of general meeting.

Section 174(5) specifically says that if a general meeting is adjourned due to lack of quorum and at the adjourned meeting also a quorum is not present with in 1/2 hours from the time appointed for holding the meeting, then the members present shall be the quorum.

But Section 287 is of the companies act,1956 is silent about quorum in the adjourned meeting hence it can be said that a board meeting without proper quorum is not valid and has to be adjourned as many times till a proper quorum is formed.

Take Care...!!!

Kumar