Circular Resolution

UMA MAHESWARA RAO (Sr. Manager - Legal) (301 Points)

02 December 2010  
One of the listed companies is considering to change its name and for this purpose wants to opt for the Postal Ballot route for securing the approval of the members in respect of the Special Resolution to be passed in this regard. My query is that whether the Board approval for this purpose can be accorded through a circular resolution instead of at a formally convened Board Meeting. Section 192(2A) and the Postal Ballot Rules do not provide for passing of a resolution at a formally convened Board Meeting. Whereas, the clarification given vide File No. 1/15/2000-Cl.V, dated. 24.7.2001 provides for passing of a resolution "in the Board Meeting". I would like to know your views on the above.