Priya Garments Limited (the company) having its registered office at Hyderabad (India) has received, in accordance with the provisions of section 115 of the Act, a special notice from Revati, a member holding 50,000 equi
CS Executive · Company Law and Practice · PYQS · December 2023
Priya Garments Limited (the company) having its registered office at Hyderabad (India) has received, in accordance with the provisions of section 115 of the Act, a special notice from Revati, a member holding 50,000 equity shares aggregating to 5% of shareholding of the Company's voting capital for removal of Srinivasan, a director of the company being indulged in the fraudulent activities detrimental to the interest of the company. Accepting the requisition, the Board of directors, passed a resolution at its meeting held on 30th November, 2023 to convene an extra-ordinary general meeting of the company on Saturday, the 30th December, 2023 at 10 a.m. at the registered office of the company at Hyderabad for removal of Srinivasan on requisition of the member. You being a Company Secretary of the company is requested to prepare a draft notice of extra-ordinary general meeting to be issued on 1st December, 2023 along with explanatory note for removal of Srinivasan on requisition of the member as required under the Companies Act, 2013.
Answer & Explanation:
Notice of Extra Ordinary General Meeting NOTICE is hereby given that the Extra-Ordinary General Meeting of the members of Priya Garments Limited ("the Company") will be held on the requisition of Ms. Revati who holds in aggregate as on the date hereof 50,000 equity shares aggregating to 5% of shareholding of the Company's voting capital, on Saturday, the 30th December, 2023 at 10 a.m. at the registered office of the Company at Hyderabad to transact the following business: SPECIAL BUSINESS: To consider and if thought fit, to pass, with or without modification(s), following resolution as Ordinary Resolution: "RESOLVED THAT pursuant to Section 115 read with Section 169 of the Companies Act, 2013 and rules made thereunder, Mr. Srinivasan (DIN:) be and is hereby removed from his office as director of the company with immediate effect." RESOLVED FURTHER THAT, any Director of the Company and/or the Company Secretary, be and are hereby severally authorized to issue notice of extra-ordinary general meeting, file Form DIR-12 with the Registrar of Companies and to do all such acts/deeds/things/ as may be deemed fit to give effect to this resolution." By order of the Board of directors For Priya Garments Limited Sd- Company Secretary Place: Hyderabad Date: ____________ NOTES: A member entitled to attend and vote is entitled to appoint a proxy to attend and vote instead of himself. The proxy need not be a member of the company. Corporate members are requested to send a duly certified copy of the Board Resolution / Power of Attorney authorizing its representative to attend and vote on their behalf at an Extra-Ordinary General Meeting. The proxies to be effective should be deposited at the registered office of the company not later than 48 hours before the commencement of the meeting. The relevant Explanatory Statement in terms of Section 102 of the Companies Act, 2013 is enclosed herewith. Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 A special notice as per Section 115 of the Companies Act, 2013, has been received by the company from Ms. Revati, who holds in aggregate 50,000 Equity Shares aggregating to 5% of shareholding of the Company's voting capital for removal of Mr. Srinivasan (DIN:) from Directorship of the company with immediate effect on the ground that he has indulged in fraudulent activities detrimental to the interest of the company. None of the Directors / Key Managerial Personnel of the Company or their relatives is, in any way concerned or interested, financially or otherwise, in the resolution set out as Item Number 1 of the Notice except as a director. The Board recommends the Ordinary Resolution set out as Item Number 1 of the Notice for approval by the Shareholders.
Topics: Company Law
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