Resolution by circulation

Dear All,

 

Please brief me can we pass the resolution by circulation for extending the date of AGM of the company.

 

Regards

Replies (1)

Matters which require sanction at Board Meetings, and not by circulation

 

There are certain matters in reference to which the provisions of the act would require a resolution at an actual Board Meeting and not one by circulation. They are as follows:

 

S. No.

Provision/Section 

Matter

1.

Section-262

Filling a casual vacancy in the Board

 

2.

Section-292

The power to:

 

(i)                  make calls on shareholders;

(ii)                issue debentures;

(iii)              borrow moneys otherwise than on debentures;

(iv)              invest the company’s funds;

(v)                make loans;

 

3.

Section-297

Board’s sanction for certain contracts in which particular directors are interested;

 

4.

Section-299

Disclosure to the Board of a director’s interest in a transaction of the company;

 

5.

Section-308

Disclosure to the Board of a director’s shareholding

 

6.

Section-316 & 386

Approval to the appointment of a person as Managing Director or manager in more than one company;

 

7.

Section-372A

Sanction for inter-corporate loan, investment or giving of guarantees or providing security.

 

Hence, Board can pass circular resolution for extending the date of AGM of the company.

Also, Procedure for Extension of AGM is given in the following link for your reference

https://ourprofessionalteam.com/index.php?option=com_oscontent&view=article&id=2683&catid=99&Itemid=48 
 

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