Resolutions and Agreements to be Filed Section 117 of the Companies Act, 2013 deals with the requirement for companies to file certain resolutions and agreements with the Registrar of Companies within a specified time frame. Let’s break down the key points in simple language: 1. What needs to be filed: Whenever a company passes certain […]

Resolutions passed at Adjourned Meeting Where a resolution is passed at an adjourned meeting of— (a) a company; or (b) the holders of any class of shares in a company; or (c) the Board of Directors of a company, the resolution shall, for all purposes, be treated as having been passed on the date on which it

Resolutions Requiring Special Notice Where, by any provision contained in this Act or in the articles of a company, special notice is required of any resolution, notice of the intention to move such resolution shall be given to the company by such number of members holding not less than one per cent of total voting power or holding shares on which such aggregate sum

Ordinary and Special Resolutions (1) A resolution shall be an ordinary resolution if the notice required under this Act has been duly given and it is required to be passed by the votes cast, whether on a show of hands, or electronically or on a poll, as the case may be, in favour of the

Representation of Corporations at Meeting of Companies and of Creditors (1) A body corporate, whether a company within the meaning of this Act or not, may, — (a) if it is a member of a company within the meaning of this Act, by resolution of its Board of Directors or other governing body, authorise such person as it thinks fit to act as its

Representation of President and Governors in Meetings (1) The President of India or the Governor of a State, if he is a member of a company, may appoint such person as he thinks fit to act as his representative at any meeting of the company or at any meeting of any class of members of the company. (2) A person appointed

Circulation of members’ Resolution (1) A company shall, on requisition in writing of such number of members, as required in section 100,— (a) give notice to members of any resolution which may properly be moved and is intended to be moved at a meeting; and (b) circulate to members any statement with respect to the matters referred to in proposed resolution or business

Postal ballot Notwithstanding anything contained in this Act, a company— (a) shall, in respect of such items of business as the Central Government may, by notification, declare to be transacted only by means of postal ballot; and (b) may, in respect of any item of business, other than ordinary business and any business in respect of which

Demand for poll (1) Before or on the declaration of the result of the voting on any resolution on show of hands, a poll may be ordered to be taken by the Chairman of the meeting on his own motion, and shall be ordered to be taken by him on a demand made in that

Voting through electronic means The Central Government may prescribe the class or classes of companies and manner in which a member may exercise his right to vote by the electronic means. Note : Clarification on passing of ordinary and special resolutions by companies under the Companies Act,2013 and rules made thereunder on account of the threat posed by Covid-19.