(2) The Board shall, at the requisition made by,—
(a) in the case of a company having a capital, such number of who hold, on the date of the receipt of the requisition, not less than one-tenth of such of the of the company as on that date carries the right of voting;
(b) in the case of a company not having a share capital, such number of members who have, on the date of receipt of the requisition, not less than one-tenth of the of all the members having on the said date a right to vote, call an extraordinary general meeting of the company within the period specified in sub-section (4).
(3) The requisition made under sub-section (2) shall set out the matters for the consideration of which the meeting is to be called and shall be signed by the requisitionists and sent to the registered office of the company.
(4) If the Board does not, within twenty-one days from the date of receipt of a valid requisition in regard to any matter, proceed to call a meeting for the consideration of that matter on a day not later than forty-five days from the date of receipt of such requisition, the meeting may be called and held by the requisitonists themselves within a period of three months from the date of the requisition.
(5) A meeting under sub-section (4) by the requisitionists shall be called and held in the same manner in which the meeting is called and held by the Board.
(6) Any reasonable expenses incurred by the requisitionists in calling a meeting under sub section (4) shall be reimbursed to the requisitionists by the company and the sums so paid shall be deducted from any fee or other under section 197 payable to such of the who were in default in calling the meeting.(Effective from 01-04-2014)
- Refer circular dated 15.06.2020 regarding extension of time for relaxations provided under circulars dated 13.04.2020 to be read with circular dated 08.04.2020 on passing of ordinary and special resolution by companies due to threat posed by COVID – 19. To view the circular, Click Here.
- Refer clarification dated 13.04.2020 to be read with clarification dated 08.04.2020 on passing of ordinary and special resolution by companies due to threat posed by COVID – 19. To view the circular, Click Here.
- Refer clarification dated 08.04.2020 on passing of ordinary and special resolution by companies due to threat posed by COVID – 19. To view the circular, Click Here.
- Refer rule 17 of the Companies (Management & Administration) Rules, 2014. To view the rule,Click Here
(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
7.1.17- Companies (Management and Administration) Rules, 2014
17. Calling of Extraordinary general meeting by requistionists.-
(1) The members may requisition convening of an extraordinary general meeting in accordance with sub-section (4) of section 100, by providing such requisition in writing or through electronic mode at least clear twenty-one days prior to the proposed date of such extraordinary general meeting.
(2) The notice shall specify the place, date, day and hour of the meeting and shall contain the business to be transacted at the meeting.-
Explanation.- For the purposes of this sub-rule, it is here by clarified that requistionists should convene meeting at Registered office or in the same city or town where Registered office is situated and such meeting should be convened
on working day.
(3) If the resolution is to be proposed as a special resolution, the notice shall be given as required by sub-section (2) of section 114.
(4) The notice shall be signed by all the requistionists or by a requistionists duly authorised in writing by all other requistionists on their behalf or by sending an electronic request attaching therewith a scanned copy of such duly signed requisition.
(5) No explanatory statement as required under section 102 need be annexed to the notice of an extraordinary general meeting convened by the requistionists and the requistionists may disclose the reasons for the resolution(s) which they propose to move at the meeting.
(6) The notice of the meeting shall be given to those members whose names appear in the Register of members of the company within three days on which the requistionists deposit with the Company a valid requisition for calling an extraordinary general meeting.
(7) Where the meeting is not convened, the requistionists shall have a right to receive list of members together with their registered address and number of shares held and the company concerned is bound to give a list of members together with their registered address made as on twenty first day from the date of receipt of valid requisition together with such changes, if any, before the expiry of the forty-five days from the date of receipt of a valid requisition.
(8) The notice of the meeting shall be given by speed post or registered post or through electronic mode. Any accidental omission to give notice to, or the non-receipt of such notice by, any member shall not invalidate the proceedings of the meeting.
Commencement Notification dated 09.02.2018
Companies (Management and Administration) Amendment Rules, 2016 [GSR 908(E)] dated 23/09/2016
Enforcement Notification S.O. 902(E) dated 26/03/2014
Enforcement notification S.O.2754 (E) dated 12/09/2013
Exemption to Specified IFSC Private company [GSR 09(E)] dated 04/01/2017
Exemption to Specified IFSC Public company [GSR 08(E)] dated 04/01/2017
The Companies (Amendment) Act, 2017 (Effective from 03.01.2018)