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Business Environment and Law-Meetings And Resolutions

Kinds Of Resolutions: - Meetings And Resolutions

   Posted On :  14.05.2018 10:44 pm

There are three kinds of resolutions under the Companies Act, 1956. They are:

Kinds Of Resolutions:
 
 
There are three kinds of resolutions under the Companies Act, 1956. They are:
 
            Ordinary resolutions;
 
            Special resolutions; and
 
            Resolutions requiring special notice.
 
 

Ordinary resolution [(Sec. 189 (1)]:

 
 
An ordinary resolution is a resolution passed at a general meeting of a company by a simple majority of votes (i.e., votes cast in favour of the resolution exceed votes cast against it) including the casting vote of the chairman, if any).

When is an ordinary resolution required? Ordinary resolution is necessary for the following among other purposes:
 
            Rectification of name or adoption of new name by a company where it resembles the name of an existing company with the previous approval of the Central Government [Sec. 22 (1) (a)].

            Issue of shares at a discount [Sec. 79 (2)]
 
            Alteration of share capital [Sec. 94 (2)].
 
            Re-issue of redeemed debentures (Sec.121).
 
            Adoption of statutory report (Sec. 165).
 
            Passing of annual accounts and balance sheet, along with reports of Board of Directors and Auditors (Sec. 210).

            Appointment of auditors and fixation of their remuneration [Sec. 224 (1)].

            Appointment of first directors who are liable to retire by rotation [Sec. 255 (1)].

            Increase or reduction in the number of directors within the limit fixed by the Articles (Sec. 258).

            Appointment of managing / whole-time director (Sec. 269).
 
            Removal of a director and appointment of a new director in his place [Sec. 284(1)].

            Approval of appointment of sole-selling agents (Sec. 294).
 
            Winding up a company voluntarily in certain events [Sec. 484 (1) (a)].

            Appointment and fixation of remuneration of liquidators in a members voluntary winding up [Sec. 490 (1)].

            Nomination of a liquidator in a creditors’ voluntary winding up [Sec. 502 (1)].

 

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