Procedure for holding EGM

Posted Date : 10-May-2011 , 06:27:12 am | Posted By CASANSAAR print

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Procedure for holding EGM

1.	Convene Board Meeting after giving notice to all the directors [Section 286]to discuss besides others the following matters. · To propose resolutions to be passed at the Extraordinary General Meeting of shareholders · To fix the date, time and place for convening the Extraordinary General Meeting of shareholders.Issue and despatch notices in writing at least 21 clear days before the date of the General Meeting [Section 171(1)] [Agenda]
2.	Inform the Stock Exchange with which shares of the company are listed about the date of this meeting prior to the board meeting. [Clause 19 of the Standard Listing Agreement]
3.	Inform the said Stock Exchange within 15 minutes of the board Meeting, by letter or fax of the business transacted at the meeting.[Clause 19 of the Standard Listing Agreement]
4.	Notice of the meeting should be accompanied with suitable Explanatory Statement of each resolution proposed.
5.	Hold and convene the Extraordinary General Meeting and pass the necessary resolutions.
6.	Forward 3 copies of the notice and copy of the minutes of the general Meeting to Stock Exchange with which the shares of the company are listed. [Clause 31 (c) and (d) of the Standard Listing Agreement]

NOTE:

General meetings are meetings of members of a company. The Companies Act uses the expression “general meeting” with reference to members’ or shareholders’ meetings. Besides statutory meeting and annual general meeting, there is one more type of general meeting, namely extra-ordinary general meeting. All general meetings other than annual general meeting are called extraordinary general meetings. A statutory meeting held under section 165 is a general meeting (not being an annual general meeting). Any general meeting of a company, other than the statutory meeting and annual general meeting, is an extra-ordinary general meeting.

The Board of directors may call an extraordinary general meeting at any time it thinks fit. The Board may do so by its resolution passed at a Board meeting or by a circular resolution.

However, if at any time there are not within India directors capable of acting who are sufficient in number to form a quorum, any single director or any two members of the company may call an extraordinary general meeting in the same manner, as nearly as possible, as that in which an extraordinary general meeting may be called by the Board.

Any General Meeting held between two Annual General Meetings will be called as an Extraordinary General Meeting.

Sometimes, matters requiring immediate consideration by members can not be deferred till the next Annual General Meeting. To meet such emergencies, the companies can provide for holding of emergency meeting of the members, which are known as Extra-Ordinary General Meeting.

All business which can be transacted at an EGM shall be deemed Special Business.

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