AGM - quorum - foreign subsidiary

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Querist : Anonymous

Querist : Anonymous (Querist)

09 November 2010 hello,

A foreign comapany has established a 100% subsidiary company in india ( 99% is held by it through a director and 1% is held by the other director, both the directors being foreigners).The company is being managed by an indian manager.

My query is

1. Is it mandatory that both the directors must present for the AGM ( as both are share holders, two shareholders constitute quorum) ?

2. Can a director ( who holds 99% of shares on behalf of foreign parent company ) appoint a proxy to attend the AGM. Can the presence of this proxy can be counted for the purpose of quorum ?

3. What will be consequences if an AGM is held with the help of a proxy ( appointed by the director who holds 99% of the capital on behalf of foreign parent company) and a director ( holding 1% share capital )?

Thanks in advance

Ankur Garg

Ankur Garg (Expert)
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09 November 2010 Hi,

As per section 174 quorum is 2 members personally present for a pvt. company. In this way proxy is not allowed to constitute quorum. 2 members must be personally present to constitute quorum.

Regards

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