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Notice Period & Date of AGM...pls help

kulvinder singh (accountant) (205 Points)

22 November 2010

date of Incor : 18.03.2009(Private Company)
Date of First AGM : 17.09.2010
Date of Dispactch Notice : 25.08.2010

First qustion: Whether the period of notice become 21 clear day??????

someone told me that notice is short fall by one day as under:

Total days(25.08.10 to 17.09.10) = 24 days
Less:day of notice & AGM = 2 days
Less: transit time i.e 48hr = 2 days

notice period = 20 days

is he right????????

2nd Q: There is two shareholder(Promoter)so i think there is no need to post notice, it can be delivered by hand and if notice is not post, is there any violation of companies act(Sec 53)???

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8 Replies

Ronak (Trainee) (126 Points)
Replied 29 November 2010

Hi Kulvinder,

As per my understanding of the Co. Law i am of the view that the provisions of Sec 171 to 186 will apply to a pvt. co. only if the Articles of a Co. are silent about it. If there is any provision in ur articles regarding the notice period, then those provision would prevail.

As far as Sec.53 is concerned it clearly states that " A Document may be served .........either personally or by post"

On ther other hand, if if ur articles r silent than the above view is correct. ur falling short by a day.

Shridhi Jain (Company Secretary) (1678 Points)
Replied 29 November 2010

Dear Kulvinder,

Notice has to be send at the gap of 21 clear days. Clear days means 21 days excluding 2 days for service of notice.

Secondly, if shareholders are unanimously agreed over shorter period of notice then notice period may be less than 21 days also. For that consent in Form 22A should be submitted to the company by every shareholder (in ur case sharehoders are 2 who are promoters)

Rgds,

Shridhi Jain

CS Ankur Srivastava (Company Secretary & Compliance Officer) (17848 Points)
Replied 29 November 2010

Yes you are right... If the notice is to be send through post then there is only 20 days.

21 Clear days means:- 21 days (excluding the dates of meeting and sending notice)+ 2 days for post

Secondly Section 53 clearly says that a document may be served by a company on any member thereof either personally, or by sending it by post to him to his registered address, or if he has no registered address in india, to the address, if any, within india supplied by him to the company fo the giving of notices to him...

Therefore, undersection 53 it can legally be send by hand i.e. personally.....

Ronak (Trainee) (126 Points)
Replied 29 November 2010

Originally posted by : Shridhi Jain
	Dear Kulvinder, Notice has to be send at the gap of 21 clear days. Clear days means 21 days excluding 2 days for service of notice. Secondly, if shareholders are unanimously agreed over shorter period of notice then notice period may be less than 21 days also. For that consent in Form 22A should be submitted to the company by every shareholder (in ur case sharehoders are 2 who are promoters) Rgds, Shridhi Jain

Dear Shridhi,

I had a basic query over ur view. Can a meeting now at this stage be conveyed at a shorter notice when the notice has already been dispatched. Since in order to convey a meeting at a shorter notice prior consent of all members (in case of AGM) is required.

Rgds, Ronak

Shridhi Jain (Company Secretary) (1678 Points)
Replied 29 November 2010

2 promoters jo shareholders bhi hain, to phir to ghar ki company hai.....

Khusboo (Management Trainee) (21 Points)
Replied 17 October 2011

The date of the dispatch of agm notice of a pvt co. is 1/9/2010 and date of AGM is 23/9/2010

Q 1 Is the notice valid.?

Q 2 any difference if the company is a public limited company?

Krishna Chandra Mohanta (Company Secretary) (54 Points)
Replied 17 October 2011

Khusboo,

Regarding your first query it is nit a valid notice. in your case it is the period of 23 days and after excluding the days of despatch and received and additional two days it is nearly 19 days. so it is invalid notice. You have not mentioned about any information of shorter notice.

Regarding 2nd query, the notice period is same for both public and private company. There is no difference.

Karun Mittal (Student) (21 Points)
Replied 05 November 2012

I know this query must have been solved long ago, but for those who come to this page for guidance like I did, here's a referrence to the line in Sec 53 which talks about the effective date of service of notice when sent via post.

Where a document is sent by post,-

....

(b) such service shall be deemed to have been effected-

(i) in the case of a notice of a meeting, at the expiration of forty-eight hours after the letter containing the same is

posted, and

(ii) in any other case, at the time at which the letter would be delivered in the ordinary course of post