Indian Company Law - Extraordinary General Meeting

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10 Questions

What is the timeframe within which the Board must call a meeting in response to a valid requisition?

Forty-five days

What happens if the Board fails to call a meeting within the required timeframe?

The requisitionists can call the meeting themselves

How must a meeting called by the requisitionists be conducted?

In the same manner as a meeting called by the Board

Who is responsible for reimbursing the reasonable expenses incurred by the requisitionists in calling a meeting?

The company

What happens to the sums reimbursed to the requisitionists by the company?

They are deducted from the directors' fees

What is the provision for calling an extraordinary general meeting of a company?

The Board can call a meeting whenever it deems fit.

Who can requisition the Board to call an extraordinary general meeting of a company?

Shareholders holding at least one-tenth of the paid-up share capital.

What is the requirement for a requisition made under sub-section (2)?

It should be signed by the requisitionists and sent to the registered office.

What is the purpose of a requisition made under sub-section (2)?

To set out the matters for consideration of the meeting.

Where should an extraordinary general meeting of a company be held?

At a place within India.

Study Notes

Calling an Extraordinary General Meeting

  • The Board of Directors of a company can call an extraordinary general meeting whenever it deems fit.
  • An extraordinary general meeting of the company, except for a wholly owned subsidiary of a company incorporated outside India, must be held within India.

Requisition for Extraordinary General Meeting

  • The Board shall call an extraordinary general meeting at the requisition of:
    • In a company with share capital, members holding at least 1/10th of the paid-up share capital that carries voting rights.
    • In a company without share capital, members holding at least 1/10th of the total voting power of all members with voting rights.

Contents and Signing of Requisition

  • The requisition must set out the matters to be considered at the meeting and be signed by the requisitionists.
  • The requisition is sent to the registered office of the company.

Timeframe for Calling a Meeting

  • If the Board does not call a meeting within 21 days of receiving a valid requisition, the requisitionists can call and hold the meeting themselves.
  • The meeting must be held within 3 months of the date of the requisition.

Conducting the Meeting

  • A meeting called by the requisitionists must be conducted in the same manner as a meeting called by the Board.

Reimbursement of Expenses

  • The company shall reimburse the requisitionists for reasonable expenses incurred in calling a meeting.
  • The reimbursed amount shall be deducted from the fee or remuneration payable to the directors who defaulted on calling the meeting.

This quiz is about the provisions of Indian Company Law related to extraordinary general meetings of a company. It covers the powers of the Board of Directors to call such meetings and the requisites for holding them.

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