Its Urgent - Should a Company conduct AGM with a Shorter period Notice

[M Arun]

Dear Members,

Is it require that the company has to get consent from its shareholders for conducting the AGM in a shorter period notice. Please clarify anyone about this issue. And send a model of Notice for shorter period.

Regards,
Arun.M

[pavithra madhwesh]

Dear Member

 

it is possible to convene the AGM at the shorter notice - section 171(2)

 

The consent shall be obtained by all the members.

 

There is no difference in the notice. Please add a sentence that the meeting is convened at a shorter notice under secton 171(2) in the notes to Notice.

 

Note: you may place the consent of the shareholder for the above in form No. 22A at the AGM along with the other register. Form 22A is attached for your reference

 

Regards

Pavithra Madhwesh

9535574123 

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Regards
Pavithra
9535574123

[Prasenjit Sarkar]

Yes Mr. Arun, you can do the same with the consent for shorter notice under Form 22A.

On Mon, Aug 9, 2010 at 5:59 PM, M Arun <arun1...@gmail.com> wrote:

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With Regards
 
Prasenjit Sarkar
Company Secretary
09650375850

[PRAMIL DEV]

Dear Arun,

 

An AGM if to be conducted by shorter notice  all the members entitled to vote should give consent.So the consent of all the share holders should be obtained.

 

On Mon, Aug 9, 2010 at 5:59 PM, M Arun <arun1...@gmail.com> wrote:

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[Shrisha M]

Dear Arun

At any time for any business company can conduct the Shareholders
Meeting in shorter notice with consent of all Share holders in
writing...

Thanking You

On Aug 9, 5:59 pm, PRAMIL DEV <devprami...@gmail.com> wrote:
> Dear Arun,
>
> An AGM if to be conducted by shorter notice  all the members entitled to
> vote should give consent.So the consent of all the share holders should be
> obtained.
>

> On Mon, Aug 9, 2010 at 5:59 PM, M Arun <arun18m...@gmail.com> wrote:
> > Dear Members,
>
> > Is it require that the company has to get consent from its shareholders for
> > conducting the AGM in a shorter period notice. Please clarify anyone about
> > this issue. And send a model of Notice for shorter period.
>
> > Regards,
> > Arun.M
>
> > --
> > Find eNewsletters of ICSI Mysore at:
> >http://www.icsi.edu/NewsEvents/enewsletters/tabid/1757/Default.aspxAND
> >www.esnips.com/web/icsimysore
>
> > You received this message as you are subscriber. To unsubscribe email to:
> > csmysore-u...@googlegroups.com
>
>
>

>  fm22a.doc
> 29KViewDownload

[Vidya L]

isn't the limit of shareholder's consent 95% of the total paid uup capital or 95% of total voting rights and form 22A has to be be sent to thee shareholders before the AGM to obtain their consent????

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[Vivek Hegde]

Dear Member

I agree with Ms Pavithra with a correction. It is the consent from shareholders having 95% voting rights instead of all shareholders..

Vivek

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Warm Regards

CS Vivek Hegde,B.com, ACS, CWA
Company Secretary in Practice
No. 405, 4th Block, 7th Cross
Koramangala, Bangalore-560034
Mob: 09019756940/09900898223

[CS A Rengarajan]

shorter notice from all shareholders for AGM  not 95% of the shareholders

I am reproducing section 171 of the companies act

1) A general meeting of a company may be called by giving not less than twenty-one days' notice in writing. (2) A general meeting may be called after giving shorter notice than that specified in sub-section (1), if consent is accorded thereto - (i) in the case of an annual general meeting, by all the members entitled to vote thereat; and (ii) in the case of any other meeting, by members of the company (a) holding, if the company has a share capital, not less than 95 per cent of such part of the paid-up share capital of the company as gives a right to vote at the meeting, or (b) having, if the company has no share capital, not less than 95 per cent of the total voting power exercisable at that meeting : Provided that where any members of a company are entitled to vote only on some resolution or resolutions to be moved at a meeting and not on the others, those members shall be taken into account for the purposes of this sub-section in respect of the former resolution or resolutions and not in respect of the latter.

csarengarajan
Company Secretary, Chennai
email csaren...@gmail.com
mobile 093810 11200
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[Vivek Hegde]

Dear Sir

In case of AGM, yes its not 95%. agreed. Sorry.

Vivek

[R V SECKAR]

Hello,

Shorter Notice for AGM & EGM

Shorter Notice: The General meeting  may be called after  giving  shorter notice  in Form 22A  prescribed under  the Companies  (Central Government) General Rules & Forms 1956  - Section 171 (2) states that consent  by all the shareholders of the company .

According to section 171(2) (i) - we should get consent of all members (100%) in case of Annual General Meeting  to be held by shorter notice.

Section 171(2) (ii) - In other General Meetings can be held by shorter notice if consent given by members not less than 95% of total voting power..

Thus an EGM can be held with about 95% consent .

However , FOR AGM , 100% CONSENT IS REQUIRED

R.V.Seckar

Please do visit my blog: http://rvsekar.blogspot.com/

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[kapil bansal]

 Is dis rule shorter notice apply to both pvt. nd public co.in the same manner  and is there any expiry date of Notice ..wht izz d maximum gap betwee notice nd meeting.

[Jayashree Chandrasekaran]

Dear Mr.Kapil,

While writing mails in a forum like this please write proper english.You can use short terms etc in your personal mails.

Regarding Notice of meeting as far as private limited company is concerned pls check the Articles first.If nothing is mentioned then these rules apply

Jayashree

[R V SECKAR]

Hello ,

Section 171 (2) applies to both private ltd and public companies. Private companies articles may provide shorter notice for general meeting like not less than 7 days. But consent of all members is necessary for conducting an AGM with less than 7 days.

The articles of association empowers the Private limited Companies to call an annual general meeting at a shorter notice of not less than seven days.However ,  the articles of association does not dispense with the requirements of Section 171(2) of the Act, whereas, Section 170(1)(ii) provides that Section 171, shall, unless otherwise specified therein or unless the articles of the Companies otherwise provide, apply with respect to general meetings of a private company which is not a subsidiary of a public company as was held in A. Arumugam, M. Rajagopal And T. ... vs Pioneer Bakeries Private Limited ... on 7 March, 2007. For private ltd companies , minimum notice period for AGM shall be 7 days if Articles provide the same and for public limited companies , it will be 21 days. There is no expire date for notice.

R.V.Seckar

[PRAMIL DEV]

It shall be ensured that 100% consent has been obtained for short notice, else it will be invalid. It is desirable to record the fact in the minutes also.

[Natesh Kalidevapur]

Dear PRAMIL DEV,

 

I will not agree with you regarding 100% consent of shareholders is required, even in case of a private comp.articles provides otherwise.

with regards

Natesh K
Bsc., LL.B., A.C.S.
Company Secretary

No.287,26th Cross, 9th Main,B.S.K 2nd  Stage, Bangalore-560 070
Phone No. 080-26712017
Mobile No.9740955771

[paritala srinivasarao]

Dear sir   You have not mentioned in your query about the status of the company, whether the company in question is a private limited company or public limited company.   There is a huge difference in procedures for private limited and public limited companies with regard to conducting of general meetings.   For private limited companies as per section 170, unless otherwise specified therein, or unless the articles other wise provide Section 171 to 176 are applicable.   Therefore if the articles of a private limited company provides for 5 days notice for AGM, then 5 days notice is sufficient.   If the articles of a private company requires 75% of the number of members consent or members holding 75% of the share capital for shorter notice of an AGM or EGM, then the shorter notice will be valid if such no. of members give their consent.    Please note that if the articles is silent then Section 172 is applicable. As per that section 100% members consent for AGM, 95% members consent for EGM is necessary.         Warm Regards P Srinivasa Rao Company Secretary 9840152398 --- On Mon, 9/8/10, M Arun <arun1...@gmail.com> wrote:

[Prakash]

Dear members,

on the captioned query, I have one more issue..
It is general practice that along with the notice for AGM, we will
send Balance Sheet, P& L and other annexures.
Hence even if the Articles of the Company prescribes for a shorter
notice period than 21 clear days, in order to comply with section 219,
notice would be sent before 21 clear days.
Further proviso (c) of to sub section 219 (1) mandates for a shorter
consent from all the members entitled to vote at the AGM.

members view solicited.

Thanks & Regards

Prakash

[R V SECKAR]

Hello,

Nagappa Chettiar V.Madras race club [1949] (19) CompCas175 Satyanarayana Rao & Panchapakesha Sastri, JJ

Court in this case held that not less than 21 days contained in S.81(2) of the companies act,1913 (s.171(1) of the 1956,Act)means that there should be an interval of 21 “clear days” between the date of the meeting and the date of service of notice exclusive of the day of service of notice and also of the day on which the meeting is to be held . The provision in sub-section (2) is mandatory and that it can be dispensed with only by the agreement of all the members. The requirement as to 21 days notice may be dispensed with by an agreement of all the members entitled to attend and vote the meeting and not merely of all the members entitled to vote and present in person or in proxy at the Meeting.

For compliance of section 219 also , it is enough to send the notice , accounts and audit report by lesser than 21 days notice if it is agreed by an agreement of all the members.

R.V.SECKAR

Please do visit my blog :http://rvsekar.blogspot.com/