What is the guidance as per Secretarial Standard II in respect of prohibition on withdrawal of resolutions, rescinding of resolutions and modifications to resolutions ?

CS Professional · Drafting, Pleadings and Appearances · PYQS · December 2023
What is the guidance as per Secretarial Standard II in respect of prohibition on withdrawal of resolutions, rescinding of resolutions and modifications to resolutions ?

Answer & Explanation:

Answer 2(c) Prohibition on Withdrawal of Resolutions According to Secretarial Standard - II, following resolution cannot be withdrawn: (i) Resolutions for items of business which are likely to affect the market price of the securities of the company shall not be withdrawn. (ii) Any resolution proposed for consideration through e-voting shall not be withdrawn. Rescinding of Resolutions According to Secretarial Standard – II, a Resolution passed at a Meeting shall not be rescinded otherwise than by a Resolution passed at a subsequent Meeting. Modifications to Resolutions According to Secretarial Standard – II, modifications to any Resolution which do not change the purpose of the Resolution materially may be proposed, seconded and adopted by the requisite majority at the Meeting and, thereafter, the modified Resolution shall be duly proposed, seconded and put to vote. However, no modification to any proposed text of the Resolution shall be made if it in any way alters the substance of the Resolution as set out in the Notice. Grammatical, clerical, factual and typographical errors, if any, may be corrected as deemed fit by the Chairman. Further, no modification shall be made to any Resolution which has already been put to vote by Remote e-voting before the Meeting.

Topics: Secretarial Standards

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