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Death of cmd before agm

ars (CS) (445 Points)

20 June 2013

The CMD of a listed co. expired after board meeting, in which financial accounts were approved, but before the printing of annual report.

the co. is contemplating to differ the date of AGM, primarily for the reason to include homage to the beloved CMD in the annual report.

Several authorites were given to him. Some of them are appearing in the annual report. e.g. signing of the financial statements, signing of the directors report, code of conduct, etc..

Friends can you pl. share your views about what precautions / actions to be taken in respect to the AGM- like differment of AGM, book clousre date etc., including precautions / actions for future too.

its urgent.

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3 Replies

ars (CS) (445 Points)
Replied 20 June 2013

Whether material happenings between the said board meeting and the actual printing of annual report can be inserted in the annual report. e.g. appointment of director??

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P C Agrawal (Registered independent director Past Chairman of Aurangabad Chapter of ICSI Practicing Company Secretary at Aurangabad) (8229 Points)
Replied 20 June 2013

Balance Sheet has already been approved and signed on behalf of the Board and the auditors and hence there will be no change in the annual accounts, directors report etc. I think AGM need not be deferred for this. Annual report may be printed as it is. If you so desire, alongwith annual report you can send a separate letter to shareholders (with a copy to stock exchanges) from the Chairman informing the developments and changes in the directors.

CS Ankur Srivastava (Company Secretary & Compliance Officer) (17853 Points)
Replied 20 June 2013

If he has signed the , Director Report, Balance Sheet, then there is no problem you may proceed with the same, otherwise it would be better to hold another board meeting and authorise other director to sign on the documents (May be new MD if there is) and you may proceed with the same dates ortherwise the dates may also be chaged.

Proper dislcosures are requried to be made to the stock exchange.

For book closure 7 days advance notice is to be given to the stock exchange and simultaneously notice is to be published in the news paper, the abvoe point is to be kept in the mind before deciding the date of book closure.