Pradish (training) (49 Points)
20 January 2016Dear Team,
A Ltd had declared its Final dividend in its AGM held on 29 Sep 2015 for F.Y 14-15, thereafter promoters (major shareholders) desired to have additional dividend or furhter dividend for same F.Y-14-15.
In this regard, deleberation / suggestion is requested for:-
1) Can A Ltd provide furhter dividend?
2) Can company declare its final dividend in EGM?
note- Promoters are not interested getting dividednd by way of Interim dividend
Thanks
CS Divesh Goyal
(Practicing Compnay Secretary)
(50425 Points)
Replied 20 January 2016
Final Dividend can't be declare in EGM it can be only in AGM.
Pradish
(training)
(49 Points)
Replied 20 January 2016
Dear Member,
EXTRACT of note on dividend from ICSI portal {pg 6 para 12 (i) } the Companies Act does not prohibit the declaration of a dividend at a general meeting other than an annual general meeting.
Your views are solicited
Pradish
(training)
(49 Points)
Replied 20 January 2016
Dear Member,
EXTRACT of note on dividend from ICSI portal {pg 6 para 12 (i) } the Companies Act does not prohibit the declaration of a dividend at a general meeting other than an annual general meeting.
Your views are solicited
RISHABH ARORA
(Company Secretary in Practice )
(194 Points)
Replied 20 January 2016
EXTRACT of note on dividend from ICSI portal
Para no 12 read as under
12. Hold the annual general meeting and pass an ordinary resolution declaring the payment of dividend to the shareholders of the company as per recommendation of the Board. The shareholders cannot declare the final dividend at a rate higher than the one recommended by the Board. However, they may declare the final dividend at a rate lower than the one recommended by the Board. The following should be noted in this regard:
(i) Once a company has declared a dividend for a financial year at an annual general meeting, it cannot declare further dividend at an extraordinary general meeting in relation to the same financial year; it is beyond the powers of the company to do so, although the Companies Act does not prohibit the declaration of a dividend at a general meeting other than an annual general meeting.
Your views are solicited.
Pradish
(training)
(49 Points)
Replied 20 January 2016
Point is Companies act does not prohibit to declare dividend in EGM.
RISHABH ARORA
(Company Secretary in Practice )
(194 Points)
Replied 20 January 2016
Section 102(2) of the Companies ACt, 2013
(2) For the purposes of sub-section (1),—
(a) in the case of an annual general meeting, all business to be transacted thereat shall be deemed special, other than—
(i) the consideration of financial statements and the reports of the Board
of Directors and auditors;
(ii) the declaration of any dividend;
(iii) the appointment of directors in place of those retiring;
(iv) the appointment of, and the fixing of the remuneration of, the auditors;
And
(b) in the case of any other meeting, all business shall be deemed to be special:
CS Divesh Goyal
(Practicing Compnay Secretary)
(50425 Points)
Replied 20 January 2016
Company can declare dividend in EGM that will be consider at interim dividend not final.
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