Discuss the applicability of Section 118 (10) of the Companies Act, 2013 with example.

CS Professional · Environmental, Social and Governance (ESG) Principles and Practice · PYQS · June 2024
Discuss the applicability of Section 118 (10) of the Companies Act, 2013 with example.

Answer & Explanation:

Section 118 (10) of the Companies Act, 2013 mandates that every company, except for a few specific exemptions, must conform with the Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI) for conducting general meetings and board meetings. These standards, approved by the Central Government, ensure proper procedures and documentation for these crucial company events. Example: Imagine a company called 'ABC Ltd.' They are planning their annual general meeting (AGM) where shareholders will discuss and vote on important matters. Here's how Section 118 (10) comes into play: Convening the Meeting: ABC Ltd. must follow Secretarial Standard-1 (SS-1) guidelines for convening the AGM. This includes: Sending proper notice to shareholders within the stipulated timeframe, specifying date, time, venue, and agenda. Maintaining a register of shareholders for sending notices. Conducting the Meeting: During the AGM, SS-1 provides guidance for: Appointment of a chairperson for the meeting. Presentation of the agenda and discussion. Recording of minutes that accurately capture the proceedings, discussions, and resolutions passed by voting. Post-Meeting Procedures: SS-1 also dictates post-meeting procedures like: Getting the minutes signed by the chairperson and company secretary. Maintaining proper records of the meeting, including attendance register, proxy forms, and voting results. Thus, by adhering to the Secretarial Standards as mandated by Section 118 (10), ABC Ltd. ensures adherence to the Secretarial Standards with respect to General and Board meetings specified by the Institute of Company Secretaries of India and approved as such by the Central Government.

Topics: Corporate Laws

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