, ANALYSIS OF SECRETARIAL STANDARDS -2 ~ CS GAURAV SHARMA

July 10, 2015

ANALYSIS OF SECRETARIAL STANDARDS -2





SECRETARIAL STANDARD- 2 (GENERAL MEETINGS)




A. Notice in writing of every Meeting shall be given to every Member of the
company. Such Notice shall also be given to the Directors and Auditors of the company, to the Secretarial Auditor, to Debenture Trustees, if any, and, wherever applicable or so required, to other specified persons.


B. In case of companies having a website, the Notice shall be hosted on the website.


C.  Meetings shall be called during business hours, i.e., between 9 a.m. and 6 p.m., on a day that is not a National Holiday. A Meeting called by the requisitionists shall be convened only on a working day.


D. Notice and accompanying documents shall be given at least twenty-one clear days in advance of the Meeting.
For the purpose of reckoning twenty-one days clear Notice, the day of sending the Notice and the day of Meeting shall not be counted. Further in case the company sends the Notice by post or courier, an additional two days shall be provided for the service of Notice.


E.  No items of business other than those specified in the Notice and those specifically permitted under the Act shall be taken up at the Meeting.


F.  One  person can  be  an  authorized representative of  more  than one  body corporate. In such a case, he is treated as more than one Member present in person for the purpose of Quorum.






G. A Meeting convened upon due Notice shall not be postponed or cancelled.
If, for reasons beyond the control of the Board, a Meeting cannot be held on the date originally fixed, the Board may reconvene the Meeting, to transact the same business as specified in the original Notice, after giving not less than three days intimation to the Members. The intimation shall be either sent individually in the manner stated in this Standard or published in a vernacular newspaper in the principal vernacular language of the district in which the registered office of the company is situated, and in an English newspaper in English language, both having a wide circulation in that district.



H. The Auditors/ Secretarial Auditor, unless exempted by the company, shall, either by themselves or through their authorized representative, attend the General Meetings of the company and shall have the right to be heard at such Meetings on that part of the business which concerns them as Auditors.

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