Matrix Limited is an unlisted company, having its registered office at Chennai. The Annual General Meeting was held at Goa on 1st July, 2021 at 3.00 PM and concluded at 8.00 PM. Consent of all the members to conduct AGM

CS Executive · Setting up of Business Entities and Closure · PYQS · December 2022
Matrix Limited is an unlisted company, having its registered office at Chennai. The Annual General Meeting was held at Goa on 1st July, 2021 at 3.00 PM and concluded at 8.00 PM. Consent of all the members to conduct AGM at Goa was received by 24th June, 2021 through Email. State, the consequences if a resolution has passed in such meeting, without sufficient disclosure regarding interest of a director.

Answer & Explanation:

Section 102 of the Companies Act, 2013 mentions that where any special business is to be transacted at the company's general meeting, then an 'Explanatory Statement' should be annexed to the notice calling such general meeting, which must specify, the nature of concern or interest, financial or otherwise, if any, in respect of each item of every director and the manager, if any and the relatives of director and the manager. Effect of non-disclosure: As per section 102(4), if as a result of the non-disclosure or insufficient disclosure in explanatory statement, any benefit accrues to a director or his relative, either directly or indirectly, such director shall hold such benefit in trust for the company, and shall be liable to compensate the company to the extent of the benefit received by him. As per section 102(5), if any default is made in complying with the provisions of this section, every such director who is in default, shall be liable to a penalty of fifty thousand rupees or five times the amount of benefit accruing to the director or any of his relative, whichever is higher.

Topics: Company Law

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