Robert, a member of MLM Ltd. submitted his proxy to the company before the scheduled time of the Annual General Meeting. The Articles of the company provided that proxy can be submitted to the company 70 hours before the

CS Executive · Company Law · PYQS · December 2017
Robert, a member of MLM Ltd. submitted his proxy to the company before the scheduled time of the Annual General Meeting. The Articles of the company provided that proxy can be submitted to the company 70 hours before the scheduled time of the meeting. The chairman of the company rejects the proxy on the ground that it is in violation of the Articles. Referring to the provisions of the Companies Act, examine the validity of the Chairman's decision to reject the proxy.

Answer & Explanation:

In accordance with the provisions of the Companies Act, 2013, as contained in Section 105(4), any provision contained in the articles of a company which specifies or requires a longer period than forty-eight hours before a meeting of the company, for depositing with the company or any other person any instrument appointing a proxy or any other document necessary to show the validity or otherwise relating to the appointment of a proxy in order that the appointment may be effective at such meeting, shall have effect as if a period of forty-eight hours had been specified in or required by such provision for such deposit. Therefore, a Chairman's decision to reject the proxy is not valid and contention of the member shall prevail. Provision in the Articles for a longer period than 48 hours is void.

Topics: Meetings

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