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signing of minutes book

Jyoti Aggarwal (COMPANY SECRETARY) (336 Points)

16 November 2009

Hello,

Can any body tel me the implications of not signing minutes books of EGM within prescribed period.

And what is the remedy for it?

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12 Replies

Ankur Garg (Company Secretary and Compliance Officer) (114773 Points)
Replied 16 November 2009

Hi,

There is no need to worry at all as there is no compulsion to submit the minutes with any authority with in 30 days. You may get then signed later as per the availability of chairman. But put the date of signing as per your requirement i.e. with in 30 days.

Regards

shivaji (job) (424 Points)
Replied 16 November 2009

Hello,

if the minute book is not signed by the director,it means that he/she has not accepted the resolution. Hence there is no problem.signing of minute book means he/she has given vote.

when he/she was attended the board meeting ,he/she should sign the "board attendence register". this is evidence of attending the board meeting by the director

Jyoti Aggarwal (COMPANY SECRETARY) (336 Points)
Replied 17 November 2009

Yes u r right Mr. Ankur.

But the problem is that chairman is not ready to sign minutes book in back date.

he said if he vl sign den only in present date

now u tel wat shuld we do?

Jyoti Aggarwal (COMPANY SECRETARY) (336 Points)
Replied 17 November 2009

Mr. Siva,

Here is not the question of Board meeting, this is regsrding signing of minutes book of EGM.

If he is not signing the minutes book and treated as not given vote den how to conclude that resolution was passed unanimously.?

CA Madhukiran Reddy (CHARTERED ACCOUNTANT) (12714 Points)
Replied 17 November 2009

ankur sir is right

Jyoti Aggarwal (COMPANY SECRETARY) (336 Points)
Replied 17 November 2009

Ya Madhu I know dat Mr. Ankur is right

But the problem is this way i already suugest to the company and the chairmam is not agreed to sign the minutes books in back date.

So now u tel wat shuld we do?

Ankur Garg (Company Secretary and Compliance Officer) (114773 Points)
Replied 17 November 2009

Same suggestion as given in lawyersclubindia.com

shivaji (job) (424 Points)
Replied 17 November 2009

Hello,

I agree that ankur sir is right

I am not an expert but as a ca final student I am making the following comments:

There is no wonder to refuse to sign the minute book on back date by the chairman. Please don’t expect that all the persons in the society are good in nature.

It is responsibility of company secretary to take signatures within the prescribed time. Please take this as experience.

If the chairman refused to sign minute book it means that he has not accepted the resolution and he is not giving vote in favor of the resolution. Still this resolution is valid one. But you can’t treat this resolution as unanimously passed.

If you want to pass this resolution unanimously, my suggestion is that, please call another EGM (or even in next board meeting) put this resolution once again in the meeting and then take signature of all.

You have right as a company secretary to call for an EGM (you can take the help of any director)

Inviting suggestions

Thanking you

Prodyut Banerjee (Advocate) (309 Points)
Replied 18 November 2009

Dear Jyoti

Can you tell the reason for not getting it signed within 30 days of the meeting? May be I will try to provide some practical way out.

CS Ankur Srivastava (Company Secretary & Compliance Officer) (17848 Points)
Replied 19 November 2009

Dear Jyoti,

Let the chairman sign on the minutes on the current date. It will validate your minutes proceedings. Because late signing would not put any question on the legality of the resolution.

Only fine may be imposed, if caught, which may extent to Rs. 500/- to every officer of the company who is in default.