The Ministry of Corporate Affairs (MCA) has issued new guidance allowing companies to conduct urgent business without holding physical Extraordinary General Meetings (EGMs). This is in response to the challenges posed by the COVID-19 pandemic and the need for social distancing. Companies can now pass necessary resolutions through postal ballot or e-voting mechanisms, as provided for under the Companies Act, 2013.
General Circular No. 14/2020
F. No. 2/112020-CL-V
Government of India
Ministry of Corporate Affairs
5th Floor. 'A' Wing, Shastri Bhawan,
Dr. R. P. Road, New Delhi-110001
Dated: 8 April, 2020
To
All Regional Directors,
All Registrar of Companies,
All Stakeholders.
Subject: Clarific
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FAQ :
The Companies Act, 2013 does not specifically allow for members' meetings to be held via video conferencing (VC) or other audio-visual means (OAVM). However, in light of COVID-19, companies can pass urgent resolutions through postal ballot or e-voting.
The Ministry of Corporate Affairs (MCA) is providing relaxations due to the difficulties faced by stakeholders and the need for social distancing caused by the COVID-19 pandemic.
Companies can take urgent decisions requiring member approval through postal ballot or e-voting, as per the provisions of the Companies Act, 2013 and its rules.
Yes, resolutions for ordinary business or matters where any person has a right to be heard cannot be passed through postal ballot or e-voting without a general meeting.
No, it means that for urgent matters, companies are requested to use postal ballot or e-voting instead of holding a physical general meeting that requires members to be present at a common venue.