Neel and Sheel, both practicing Company Secretaries were close friends. One of their friends, Heel was a Chartered Accountant, handling small and medium size businesses, especially non-corporate entities. During one of t
CS Professional · CSR and Social Governance · PYQS · December 2025
Neel and Sheel, both practicing Company Secretaries were close friends. One of their friends, Heel was a Chartered Accountant, handling small and medium size businesses, especially non-corporate entities. During one of the conversations between the three friends, Heel shared that there has been a dispute in one of his clients between the partners. The matter is likely to reach Court and there is no documentary evidence of meetings being held. He further added, as this was a non-corporate entity, he did not insist on notice and meetings in such entities. He further asked Neel and Sheel to guide him about the notice and other requirements relating to meetings for non-corporate entities. Briefly explain the requirements of Notice of the meeting for non-corporate entities.
Answer & Explanation:
Non-Corporate Entities are usually incorporated in the form of societies, clubs, trusts, welfare associations, etc. The affairs of Non-corporate Entities are normally managed by a Governing Body/Council consisting of elected members or nominees from the Government. The legal principles and procedures governing such Entities including those that relate to meetings of the Governing Body/Council are enshrined in the applicable laws or in the Bye-laws of the particular entity. In addition, the Institute of Company Secretaries of India has developed a model code for meetings of Non-Corporate Entities to harmonise prevalent diverse practices. The Code lays down the following with regards to notice of meetings: Notice of the Meeting shall be served within such clear days as prescribed under the applicable laws or in the Bye-laws of the Non-corporate Entity or at least seven days before the date of the Meeting. For considering any urgent matter as decided by the Chairman, a Meeting may be convened at any time, subject to consent of the majority of the Members. The Notice of a Meeting shall be given even if Meetings are held on pre-determined dates or at pre-determined intervals. The Notice shall specify the serial number, date, day, time and full address of the venue of the Meeting. Notice of the Meeting shall be issued by the Secretary or by such other officer as may be prescribed in the Bye-laws of the Non-corporate Entity for this purpose and in their absence, the Chairman or any other Member, authorised by the Non-corporate Entity for this purpose may issue the notice of the Meeting. Notice in writing of every Meeting shall be given to every Member and such other officer as may be prescribed by the Government, either by hand or by post or by e-mail or by any other mode as may be prescribed. In order to facilitate effective and timely communication, the notice of a Meeting may also be given through SMS or other software/ telecommunication means, if any, used by the Non-corporate Entity, followed by a copy of the Notice in writing as stated above. The Notice shall also be affixed on the notice board, if any, of the Non-corporate Entity. In case of pre-determined dates, a general notice specifying the serial number, date, day, time and full address of the venue of the Meetings shall be kept affixed during such period. The Notice shall be sent on the letter head of the Non-corporate Entity containing the contact details and authority of the person issuing the Notice. Notice shall be sent at the registered address of the Member or such other address, if any, provided by the Member for the purpose. The Non-corporate Entity shall maintain proof of sending notice and its delivery for such period as may be decided by the Non-corporate Entity, which shall not be less than three years from the date of the Meeting. In case of delivery of notice by hand, the signature of the recipient should be obtained and be kept as record of proof of delivery. In case of notice sent through e-mail, the proof of sending may be maintained in soft copy
Topics: Non-Corporate Entities
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