Applicability of postal ballot rules 2001 for listed compan

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Pravin Mishra (Querist)
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21 August 2012 Sir,

There is a Listed Company, which had altered its MOA by inserting new clause to its MOA in AGM instead of taking postal ballot.

Sir I want to know can a listed company insert the new clause to its MOA without postal ballot and if no then what the Company should do to ratify or rectify this act.

Ajay Mishra

Ajay Mishra (Expert)
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22 August 2012 Hi

List of businesses in which the resolutions shall be passed through Postal Ballot.
(a) alteration in the Object Clause of Memorandum;
(b) alteration of Articles of Associations in relation to insertion of provisions defining private company;
(c) buy-back of own shares by the company under sub-section (1) of section 77A;
(d) issue of shares with differential voting rights as to voting or dividend or other wise under sub-clause (ii) of clause (a) of section 86;
(e) change in place of Registered Office out side local limits of any city, town or village as specified in sub-section (2) of section 146;
(f) sale of whole or substantially the whole of undertaking of a company as specified under sub-clause (a) of sub-section (1) of section 293;
(g) giving loans or extending guarantee or providing security in excess of the limit prescribed under sub-section (1) of section 372A;
(h) * election of a director under proviso to sub-section (1) of section 252 of the Act” ;
(i) * deleted w.e.f. 11/10/2001
(j) variation in the rights attached to a class of shares or debentures or other securities as specified under section 106.

On the basis of above Postal ballot is must for alteration of object clause.

Pravin Mishra

Pravin Mishra (Querist)
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22 August 2012 Thank you so much sir, but sir in my case the Listed public company has already altered the object in AGM instead of Postal Ballot,now sir what they can do to rectify their mistakes.

Ajay Mishra

Ajay Mishra (Expert)
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22 August 2012 Hi

Liable to pay penalty under section 192A of the Companies Act, 1956.

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