Director remains absent in AGM where there are only two directors

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If any director who is also a member remains absent for the AGM, where there are only two directors , does this become non-compliance. And also that his proxy attends the AGM. Please advise .

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2 members have to be personally present, proxy doesn't count. Hence meeting will be adjourned to same day next week. If in that meeting also the Director cum member doesn't appear within 30 minutes, then remaining member shall be chairperson and resolution will be passed with the one present.

Ref section 103 of the Act for exact wording. Also keep records of notice sent to non-attending member.

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