Max Payne (employed) (2569 Points)
06 January 2012Dear Members
Constitution of Board is as follows:
3 directors, one of whom is the chairman elected by the board.
Chairman was abroad during the meeting in which Directors' report and notice of AGM was approved.
Can the Directors report be signed by the other 2 directors in his absence? Because as per my knowledge, the Board report must be signed by chairman, if any.
Can any of the other diectors be authorised to give ntice of AGM??
Please, its urgent.
Parashar
(Company Secretary 2004)
(1013 Points)
Replied 06 January 2012
the chairman shall also wign the DR if he is specifically authorised by the Board in this Behalf (section 217(4) says so).
It means if he is no specifically authorised you can get it signed by remaining two directors.
same shall appy for the notice of AGM.
Bhanu Prakash Rao
(Think Beyond Stay Ahead...!)
(1064 Points)
Replied 06 January 2012
Agree with parashar.
CS Ankur Srivastava
(Company Secretary & Compliance Officer)
(17853 Points)
Replied 07 January 2012
Notice can be signed by any director.
Regarding Director Report: It can be signed by Chairman or Two Directors one of whom must be MD (if there is MD).
For signing authorisation of Board is required.
CS,CA F,Numrologi TusharSampat
(CS CA F Numerologist Astrologer Graphologist Face reader Vastu Expert)
(85930 Points)
Replied 07 January 2012
Agreed wit Neha's ans, if directors are not in a position to sign directors report for valid reason in law then it can be signed by CS.
Charu Srivastava
(Company Secretary)
(4210 Points)
Replied 07 January 2012
If chairman is unable to sign the Directors Report than it can be signed by two directors after authority from board.
Max Payne
(employed)
(2569 Points)
Replied 08 January 2012
@ Neha Madam,
agree, sec 217 says such no of directors as reqd in sec 215....
anyway 2 directors is fine for us...
Issue is resolved for me... thanks to all..
CS,CA F,Numrologi TusharSampat
(CS CA F Numerologist Astrologer Graphologist Face reader Vastu Expert)
(85930 Points)
Replied 08 January 2012
I appologise for writing directors report instead of notice, yes i agree that directors report cant be signed by CS.
Neha i wrote the ans in hurry so wrote Directors report instead of Notice.
Error is regretted.
Thanks for rectifying me .
Ankur Garg
(Company Secretary and Compliance Officer)
(114773 Points)
Replied 09 January 2012
| Originally posted by : Neha Jain | ||
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Tushar, CS is not authorised to sign Directors report in any circumstances whatsoever. If chairman is unable to sign the Directors Report than it can be signed by two directors after authority from board. Thanks |
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Quite agree with the learned member Neha…
CAclubindia
