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Special resolution (Corporate Law)

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This query is : Resolved

Author : Anonymous

( Author )
08 November 2010

Can an ordinary resolution be passed at an EGM?Or are all resolutions passed at EGM'S special resolutions requiring Form 23 to be filed?


CMA. CS. Sanjay Gupta

( Expert )
08 November 2010

Yes an ordinary resolution be passed at an EGM. Only Special Resolution passed at EGM require form 23 to be filed within 30 days.


udit sharma

( Expert )
08 November 2010

I have some points to make here!

However, Ordinary resolutions passed under section 293(1)(a),(d),(e) passed at the GM of a Company and the resolutions in respect of the items specified under section 192(4) of the Companies Act, 1956 passed at the GM of the Company, will also require filing of Form 23 with the R.O.C. within 30 days of the passing of resolution at the GM of the Company.

Form 23 in not required only for the Special Resolutions passed at the GM of the Company but is also required for the resolutions as mentioned in the above para whether transacted at the EGM or AGM!

Definitley you can pass an Ordinary Resolution at the EGM of the Company!

This is my understanding of the provisions of the Companies Act, 1956 and I may not be absolutely correct so views of other eminent experts are welcome:-)


Ankur Garg

( Expert )
08 November 2010

Literely form 23 has nothing to do with nature of resolution. To judge the involvement of form 23 kindly check the list given in section 192(4).

Form 23 is required for registration of certain resolutions and agreements given in section 192(4).

Regards


Ajay Mishra

( Expert )
09 November 2010

Hi


At EGM, you can pass ordinary and special resolution subject to explanatory statement.

If you are passing special resolution, Form 23 is required to be filed with ROC within 30 days of passing of such resolution under section 192 of the Companies Act, 1956.




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