At the annual general meeting of Soya Ltd., a matter was to be transacted by passing a special resolution. Out of 40 members present, 20 voted in favour of the resolution, 5 voted against it and 5 votes were found invali

CS Executive · Company Law · PYQS · December 2016
At the annual general meeting of Soya Ltd., a matter was to be transacted by passing a special resolution. Out of 40 members present, 20 voted in favour of the resolution, 5 voted against it and 5 votes were found invalid. The remaining 10 members abstained from voting. The Chairman of the meeting declared the resolution as passed. Referring to the provisions of the Companies Act, 2013, examine the validity of the Chairman's declaration.

Answer & Explanation:

According to Section 114(2)(c) in case of passing a special resolution, the votes cast in favour of the resolution, whether on a show of hands, or electronically or on a poll, as the case may be, by members who, being entitled so to do, vote in person or by proxy or by postal ballot, are required to be not less than three times the number of the votes, if any, cast against the resolution by members so entitled and voting. In the given case of Soya Ltd. the votes casted in favour of special resolution is 20 in number, being more than 3 times of the number of votes cast against i.e., if other conditions of Section 114 are satisfied, the decision of the chairman is in order.

Topics: General Meetings

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