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Corporate and Business Laws                                   Ma      Profession  University




                    Notes                 Unit 13: Meeting of Directors and Shareholders


                                     CONTENTS
                                     Objectives
                                     Introduction

                                     13.1 Statutory Meeting (S.165)
                                     13.2 Annual General Meeting (AGM) (Ss. 166-168)
                                          13.2.1  Certain Typical Issues in Respect of AGM

                                     13.3 Extraordinary Meeting (EGM) (S.169)
                                     13.4 Matters Relating to General Meetings
                                          13.4.1  Quorum for Meeting
                                          13.4.2  Voting (Ascertaining the Sense of the House)
                                     13.5 Motions, Resolutions and Amendments

                                          13.5.1  Ordinary Resolution (s.189(1))
                                          13.5.2  Special Resolution (s.189 (2))
                                          13.5.3  Resolution requiring Special Notice (s.190)

                                          13.5.4  Passing of Resolutions by Postal Ballot (s. 192A)
                                          13.5.5  Circulation of Members’ Resolution (s.188)
                                          13.5.6  Point of Order
                                          13.5.7  Minutes of Proceedings of Meeting
                                     13.6 Summary

                                     13.7 Keywords
                                     13.8 Review Questions
                                     13.9 Further Reading

                                   Objectives


                                   After studying this unit, you will be able to:
                                       Describe the need for meetings of the shareholders;
                                       Discuss about the different kinds of meetings;
                                       Recognize the type of business transacted at different meetings;

                                       Explain the procedure and legal provisions for conducting meetings properly.

                                   Introduction

                                   A company is an artificial person and therefore, cannot act itself. It must act through some
                                   human intermediary. The various provisions of law empower shareholders to do certain things.
                                   They are specifically reserved for them to be done in company’s general meetings. Section 291




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