Resolutions & meetings

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CS SMITA MANJAL SAHU

CS SMITA MANJAL SAHU (Querist)
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05 February 2014 How to decide The Type of resolution (Special/Ordinary)& Type of Meeting for a given case.

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05 February 2014 There are various circumstances under Companies Act, 1956 where any issue can be resolved by ordinary resolution. These are as follows:-

Matters Requiring sanction by ordinary Resolution:-

1. To ratify the name of the company (Section 22)

2. To vary the terms and contracts in prospectus/statement in lieu of prospectus (Section:61)

3. To issue shares at a discount (Section 79)

4. To alter share capital of the company (Section 94)

5. To cancel/redeem debentures (Section 121)

6. To declare dividend (Section 205)

7. To adopt annual accounts and balance sheet (Section 210)

8. To inspect the books of accounts of subsidiary company by the representatives and members f the holding company (Section 214)

9. To appoint auditors in those cases not covered by section 224A (Section 224)

10. To appoint directors (Section 255)

11. To appoint directors by rotation (Section 256)

12. To appoint a person who is not a retiring directors (Section 257)

13.To increase or decrease the number of directors (Section 258)

14. To remove a director and appoint another director in his place (section 284)

15.To give consent for the exercise of powers by the Board (Section 293)

16. To approve appointment of sole selling agents (Section 294)

17.To approve the appointment and remuneration of director (Section 269 & 309)

18. To approve the voluntary winding up if the articles provide (Section 484(1)(a))

19.To approve appointment and remuneration of Liquidator in voluntary winding up (Section 490)

20.To authorize the Board of Directors to exercise certain powers after appointment of Liquidator (Section 491)

21. To fill up the vacancy in the office of Liquidator (Section 492)

22. To consider accounts prepared by the liquidator in voluntary winding up (Section 496, 497)

23.To nominate creditors representatives as Liquidator in voluntary winding up (Section 502)

24. To appoint a committee of inspection in creditors voluntary winding up (Section 503)

25. To consider accounts prepared by the Liquidator in creditors voluntary winding up (Section 508, 509)

Guest

Guest (Expert)

05 February 2014 https://www.caclubindia.com/forum/special-or-ordinary-resolution-94132.asp#.UvHXVmKSwl8

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