(1) A body corporate2(11) Body Corporate includes a company incorporated outside India, but does not include—
(i) a co-operative society registered under any law relating to co-operative societies; and
(ii) any other body corporate (not being a company as defined in this Act), which the Central Government may, by notification, specify in this behalf, whether a company within the meaning of this Act or not, may, —
(a) if it is a member2(55) Member in relation to a company, means—
(i) the subscriber to the memorandum of the company who shall be deemed to have agreed to become member of the company, and on its registration, shall be entered as member in its register of members;
(ii) every other person who agrees in writing to become a member of the company and whose name is entered in the register of members of the company;
(iii) every person holding shares of the company and whose name is entered as a beneficial owner in the records of a depository of a company within the meaning of this Act, by resolution of its Board of Directors2(10) Board of Directors, in relation to a company, means the collective body of the directors of the company or other governing body, authorise such person as it thinks fit to act as its representative at any meeting of the company2(20) Company means a company incorporated under this Act or under any previous company law, or at any meeting of any class of members of the company;
(b) if it is a creditor, including a holder of debenture2(30) Debenture, includes debenture stock, bonds or any other instrument of a company evidencing a debt, whether constituting a charge on the assets of the company or not
Provided that— (a) the instruments referred to in Chapter III-D of the Reserve Bank of India Act, 1934; and
(b) such other instrument, as may be prescribed by the Central Government in consultation with Reserve Bank of India, issued by a company,
shall not be treated as debenture;, of a company within the meaning of this Act, by resolution of its directors or other governing body, authorise such person as it thinks fit to act as its representative at any meeting of any creditors of the company held in pursuance of this Act or of any rules made thereunder, or in pursuance of the provisions contained in any debenture or trust deed, as the case may be.(Effective from 01-04-2014)
(2) A person authorised by resolution under sub-section (1) shall be entitled to exercise the same rights and powers, including the right to vote by proxy and by postal ballot2(65) Postal ballot means voting by post or through any electronic mode, on behalf of the body corporate which he represents as that body could exercise if it were an individual member, creditor or holder of debentures of the company.