 

@

‘A document or notice may be served or given by the company on or to the persons

Notice to be

 

 

 

 

 

 

 

 

 

 

 

entitled to a share in consequence of the death or insolvency of a member by sending | served to
it through post in a prepaid letter addressed to him or them by name or by the title of | representative
representatives of the deceased or assignee of the insolvent or by any like description,
at the address if any in India supplied for the purpose by the persons claiming to be
entitled, or (until such an address has been so supplied) by serving the document or
notice in any manner in which the same might have been given if the death or
insolvency had not occurred.

(5) The Accidental omission to give notice to or the non receipt — thereof by any member | Accidental
shall not invalidate any resolution passed at any such meeting. omission to give

notice or non —
receipt

(© | No business shall be transacted at any general meeting unless a quorum of members | Presence of
is present at the time when the meeting proceeds to business. Quorum

(7) _ | The quorum for a general meeting shall be as provided in Section 103 of the Act. Quorum for

general meeting

(8) If at any meeting no director is willing to act as Chairman or if no director is present | Members to elect
within fifteen minutes after the time appointed for holding the meeting, the members | a Chairman
present shall, by poll or electronically, choose one of their members to be Chairman
of the meeting.

(9) __ | No business shall be discussed or transacted at any general meeting except election of | Business confined
Chairman whilst the chair is vacant. to election of

Chairman whilst
chair vacant

(10) On any business at any general meeting, in case of an equality of votes, whether on a | Chairman to have
show of hands or electronically or on a poll, the Chairman shall have a second or | casting vote
casting vote.

(11) | @ Notwithstanding anything contained elsewhere in these Articles, the Company, Resolution by

Postal Ballot

(i) shall, in respect of such items of business as the Central Government may,

by notification, declare or which are under any other applicable Law

required to be transacted only by means of postal ballot; and
(ii) may, in respect of any item of business, other than ordinary business and

any business in respect of which Directors or auditors have a right to be

heard at any meeting, transact by means of postal ballot, in such manner as

may be prescribed, instead of transacting such business at a General

Meeting.

(b) If aresolution is assented to by the requisite majority of the Shareholders by means
of postal ballot, it shall be deemed to have been duly passed at a General Meeting
convened in that behalf.

(c) Provided that any item of business required to be transacted by means of postal
ballot under clause (a), may be transacted at a general meeting by a company
which is required to provide the facility to members to vote by electronic means
under section 108, in the manner provided in that section, or as may be stipulated
by the Act.

(2) _| The Company shall cause minutes of the proceedings of every general meeting of any | Minutes of
class of members or creditors and every resolution passed by postal ballot to be | proceedings of
prepared and signed in such manner as may be prescribed by the Secretarial Standards. | meetings and

resolutions passed
by postal ballot

(13) | There shall not be included in the minutes any matter which, in the opinion of the | Certain matters

 

Chairman of the meeting,
(a) is, or could reasonably be regarded, as defamatory of any person; or

(b)_is irrelevant or immaterial to the proceedings; or

 

not to be included
in Minutes

 

382

 
