Distinguish between the following: 'Quorum of Board Meeting' and 'Quorum of General Meeting'
CS Executive · Company Law · PYQS · June 2021
Distinguish between the following: 'Quorum of Board Meeting' and 'Quorum of General Meeting'
Answer & Explanation:
Feature Quorum of Board Meeting Quorum of General Meeting Governing Section Section 174 of the Companies Act, 2013 . Section 103 of the Companies Act, 2013 . General Rule One-third of the total strength of the Board (any fraction shall be rounded off to the next one) or two directors, whichever is higher. Depends on the type of company and number of members: Public Company: - 5 members personally present if not more than 1000 members. - 15 members personally present if more than 1000 but up to 5000 members. - 30 members personally present if more than 5000 members. Private Company: - 2 members personally present. Articles of Association As per Secretarial Standard - 1 (SS-1) , if the Articles provide for a higher quorum, that higher requirement shall be followed. As per Secretarial Standard - 2 (SS-2) , if the Articles provide for a larger number, that higher requirement shall be followed. Interested Directors If the number of interested directors exceeds or is equal to two-thirds of the total strength of the Board, the number of directors who are not interested and present at the meeting, being not less than two, shall be the quorum. Not applicable in the same manner as for Board Meetings. Participation Mode Participation by directors through Video Conferencing or other audio-visual means shall be counted for quorum. Members need to be personally present to constitute the quorum. Proxies shall be excluded for determining the quorum. Adjournment for Lack of Quorum If a meeting could not be held for want of Quorum, it shall automatically stand adjourned to the same day in the next week, at the same time and place, or if that day is a National Holiday, to the next succeeding day which is not a National Holiday, at the same time and place. If there is no Quorum at the adjourned Meeting also, the Meeting shall stand cancelled. If the quorum is not present within half-an-hour from the time appointed, the meeting shall stand adjourned to the same day in the next week at the same time and place, or to such other date and time as the Board may determine. If it's a requisitionists' meeting, it stands cancelled. If at the adjourned meeting also, a quorum is not present, the members present shall be the quorum.
Topics: Company Law
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