This document discusses the general principles and procedures related to company meetings. It covers topics such as the different types of company meetings, requirements for a valid meeting, authorities who can convene meetings, notice procedures, agenda, quorum, the chairman's role and duties, methods for ascertaining the sense of the meeting, proxies, minutes, motions, and resolutions. Key points include that a meeting requires a proper notice, quorum, agenda listing items of ordinary and special business, and resolutions are formal decisions passed by the meeting.
This document discusses different types of meetings held in companies, including:
1. Statutory meetings - The first meeting of shareholders that must be held within 6 months of incorporation.
2. Annual general meetings - Meetings that must be held at least once per year by every company to discuss annual reports and accounts.
3. Extraordinary general meetings - Any additional meetings called to address urgent business matters. These can be called by the board or shareholders.
It also covers meetings of debenture holders, which discuss matters related to security terms or rights alterations, and creditors' meetings during winding up to arrange agreements. Procedures for notice periods, adjournments and default consequences are also outlined.
Company Meetings
Outline
Kinds of company meetings
Statutory report
Meetings of board of directors
Procedure and conduct at general meetings
Company resolutions
Legal conditions of various forms of business organizations
KINDS OF COMPANY MEETINGS
Statutory meeting
Annual general meeting
Extra-ordinary general meeting
Statutory Meetings(Section 157)
First meeting of the members of a public limited company. It is held only once
It is held by every public limited company
limited by shares
limited by guarantee and
private company converted into a public company
Shall be held within a period of not less than 3 months nor more than 6 months
How meeting is convened ?
Annual General Meeting(Section 158)
Every company shall hold a general public meeting of its members every year
Notice of meeting
Place of meeting
Business to be conducted
Consideration and adaptation of the audited annual accounts of company
Declaration of dividends
The election of directors
Appointment of directors
Extra-Ordinary General Meeting(section 159)
“All general meetings other than annual
general meeting and statutory
meeting shall be called
extra-ordinary general meeting”
How the meeting is called?
What should be the purpose
of meeting?
Statutory Report(section 153(3))
Report which is sent by the Board of Directors to all members
Report shall be circulated 21 days before the statutory meeting
The statutory report shall be certified by not less than three directors
One of whom shall be the chief executive of company
Contents of Statutory Report
Brief account of the state of company’s affairs
Total number of shares allotted
Total amount of cash received
Names, address and occupation of directors
Particulars of contract and modification
Extent to which underwriting contacts have been carried out
MEETING OF BOARD OF DIRECTORS
Three ways for carrying out affairs of company by directors
Telephonic conversation
Circular resolution
Board meetings
In board meetings board should explain
Notice of board meeting
Restriction on power of directors
Quorum for board meeting
Minutes of board meetings
Procedure and Conduct at GeneralMeetings
The procedure of holding of general meeting is usually described in the articles of a company.
Company ordinance section 160 provisions related to conduct of company meetings:
Notice of meeting Conduct of business
Quorum Voting and poll
Chairman Voting by proxies
Adjournment of meeting Minutes of meeting
resolutions
Company Resolution
“An item is put before the members of a company in the form of a proposal if it is approved by majority it becomes a resolution”
Types of company resolution
Ordinary resolution
Special resolution
1. There are three types of company meetings: members' meetings, directors' meetings, and creditors' meetings.
2. Members' meetings include statutory meetings that must be held within 6 months of starting business, annual general meetings that are held every year, and extraordinary general meetings for urgent matters.
3. Annual general meetings must approve annual accounts, declare dividends, elect auditors and directors, and be held within 4 months of the fiscal year end. Extraordinary general meetings can be called by directors or members representing 10% of voting shares.
The document outlines the constitution of the Douala Entrepreneurship Association (DEA) which was established on March 15th, 2011 in Douala, Cameroon. It details the objectives of the association which are to support entrepreneurship in Cameroon by creating a database of professionals and organizing training events. It establishes a management committee to govern the association and handle its finances, which will include a president, vice presidents, and treasurer. The constitution also outlines rules for membership, meetings, amending the constitution, and dissolving the association.
1. The document outlines the constitution for the Douala Entrepreneurship Centre (DEC) association.
2. The objectives of the DEC are to support entrepreneurship in Cameroon by creating a professional database, organizing training events, and developing international linkages.
3. A management committee will govern the DEC, meet monthly, and can form subcommittees. This constitution was adopted in February 2011.
This document discusses different types of company meetings under corporate law. It defines key meeting types like the annual general meeting (AGM), extraordinary general meeting (EGM), class meetings, and meetings called by members or court order. It outlines requirements for convening different meetings, such as who has authority to call them, notice periods, and quorum rules. Exceptions allow one person to constitute a meeting in certain circumstances, like if they are the sole shareholder of a class of shares. The document also provides case examples relating to issues like convening meetings when a quorum cannot be reached.
This document discusses the general principles and procedures related to company meetings. It covers topics such as the different types of company meetings, requirements for a valid meeting, authorities who can convene meetings, notice procedures, agenda, quorum, the chairman's role and duties, methods for ascertaining the sense of the meeting, proxies, minutes, motions, and resolutions. Key points include that a meeting requires a proper notice, quorum, agenda listing items of ordinary and special business, and resolutions are formal decisions passed by the meeting.
This document discusses different types of meetings held in companies, including:
1. Statutory meetings - The first meeting of shareholders that must be held within 6 months of incorporation.
2. Annual general meetings - Meetings that must be held at least once per year by every company to discuss annual reports and accounts.
3. Extraordinary general meetings - Any additional meetings called to address urgent business matters. These can be called by the board or shareholders.
It also covers meetings of debenture holders, which discuss matters related to security terms or rights alterations, and creditors' meetings during winding up to arrange agreements. Procedures for notice periods, adjournments and default consequences are also outlined.
Company Meetings
Outline
Kinds of company meetings
Statutory report
Meetings of board of directors
Procedure and conduct at general meetings
Company resolutions
Legal conditions of various forms of business organizations
KINDS OF COMPANY MEETINGS
Statutory meeting
Annual general meeting
Extra-ordinary general meeting
Statutory Meetings(Section 157)
First meeting of the members of a public limited company. It is held only once
It is held by every public limited company
limited by shares
limited by guarantee and
private company converted into a public company
Shall be held within a period of not less than 3 months nor more than 6 months
How meeting is convened ?
Annual General Meeting(Section 158)
Every company shall hold a general public meeting of its members every year
Notice of meeting
Place of meeting
Business to be conducted
Consideration and adaptation of the audited annual accounts of company
Declaration of dividends
The election of directors
Appointment of directors
Extra-Ordinary General Meeting(section 159)
“All general meetings other than annual
general meeting and statutory
meeting shall be called
extra-ordinary general meeting”
How the meeting is called?
What should be the purpose
of meeting?
Statutory Report(section 153(3))
Report which is sent by the Board of Directors to all members
Report shall be circulated 21 days before the statutory meeting
The statutory report shall be certified by not less than three directors
One of whom shall be the chief executive of company
Contents of Statutory Report
Brief account of the state of company’s affairs
Total number of shares allotted
Total amount of cash received
Names, address and occupation of directors
Particulars of contract and modification
Extent to which underwriting contacts have been carried out
MEETING OF BOARD OF DIRECTORS
Three ways for carrying out affairs of company by directors
Telephonic conversation
Circular resolution
Board meetings
In board meetings board should explain
Notice of board meeting
Restriction on power of directors
Quorum for board meeting
Minutes of board meetings
Procedure and Conduct at GeneralMeetings
The procedure of holding of general meeting is usually described in the articles of a company.
Company ordinance section 160 provisions related to conduct of company meetings:
Notice of meeting Conduct of business
Quorum Voting and poll
Chairman Voting by proxies
Adjournment of meeting Minutes of meeting
resolutions
Company Resolution
“An item is put before the members of a company in the form of a proposal if it is approved by majority it becomes a resolution”
Types of company resolution
Ordinary resolution
Special resolution
1. There are three types of company meetings: members' meetings, directors' meetings, and creditors' meetings.
2. Members' meetings include statutory meetings that must be held within 6 months of starting business, annual general meetings that are held every year, and extraordinary general meetings for urgent matters.
3. Annual general meetings must approve annual accounts, declare dividends, elect auditors and directors, and be held within 4 months of the fiscal year end. Extraordinary general meetings can be called by directors or members representing 10% of voting shares.
The document outlines the constitution of the Douala Entrepreneurship Association (DEA) which was established on March 15th, 2011 in Douala, Cameroon. It details the objectives of the association which are to support entrepreneurship in Cameroon by creating a database of professionals and organizing training events. It establishes a management committee to govern the association and handle its finances, which will include a president, vice presidents, and treasurer. The constitution also outlines rules for membership, meetings, amending the constitution, and dissolving the association.
1. The document outlines the constitution for the Douala Entrepreneurship Centre (DEC) association.
2. The objectives of the DEC are to support entrepreneurship in Cameroon by creating a professional database, organizing training events, and developing international linkages.
3. A management committee will govern the DEC, meet monthly, and can form subcommittees. This constitution was adopted in February 2011.
This document discusses different types of company meetings under corporate law. It defines key meeting types like the annual general meeting (AGM), extraordinary general meeting (EGM), class meetings, and meetings called by members or court order. It outlines requirements for convening different meetings, such as who has authority to call them, notice periods, and quorum rules. Exceptions allow one person to constitute a meeting in certain circumstances, like if they are the sole shareholder of a class of shares. The document also provides case examples relating to issues like convening meetings when a quorum cannot be reached.
It is a presentation on basic introduction to the subject of CLSP - Secretarial Practices. This is published only for education and information purpose.
Appointment of proxies - Changes in the Companies Act, 2013 - Dr S. Chandrase...D Murali ☆
Appointment of proxies - Changes in the Companies Act, 2013 - Dr S. Chandrasekaran - Article published in Business Advisor, dated - December 25, 2014 http://www.magzter.com/IN/Shrinikethan/Business-Advisor/Business/
The document outlines the powers and duties of the Board of Directors of a homeowners association. It states that the Board has the power to:
1) enforce the governing documents of the association including the declarations, bylaws, and policies.
2) fix the amount of the annual assessment and send notices to homeowners.
3) procure insurance, maintain common areas, and enforce architectural guidelines.
The Board must also provide new owners with the governing documents and information about the association. Meetings of the Board require notice and a quorum to conduct business.
Meetings serve several purposes in organizations, including formalizing decision-making, bringing people together for discussion, and fostering cooperation. Key terms related to meetings include quorum, which is the minimum number of attendees required for a meeting to proceed, and ad hoc, which refers to impromptu meetings called for a specific purpose outside regular meetings. Preparing agendas, being on time, and assigning responsibilities are important for running successful meetings.
This document outlines the corporate governance guidelines for Computer Sciences Corporation. It addresses the role of the board of directors in overseeing management and acting in good faith. It also covers the composition of the board, including the size, selection process, and independence of directors. The document provides qualifications for directors, including limits on other board service and procedures for changes in job responsibilities. It describes board committees, conduct of meetings, access to management and advisors, performance evaluations, director compensation, orientation, education, and succession planning.
This document provides an overview of practical aspects of board meetings under the Companies Act, 2013, including essential requirements, number of meetings, convening meetings, quorum, conducting meetings through video conferencing, and resolution by circulation.
Some key points covered include that a company must hold a minimum of 4 board meetings annually with maximum gap of 120 days, proper notice must be provided, quorum is 1/3 of total directors or 2 directors whichever is higher, interested directors cannot be counted for quorum, certain matters cannot be dealt with through video conferencing, and resolutions can be passed by circulation by approval of majority of directors.
The document discusses provisions related to meetings of the Board of Directors and its powers under the Companies Act 2013. Some key points:
- Board meetings must be held at least once every 120 days, with the first meeting within 30 days of incorporation. Certain small companies need only meet once every half year.
- Directors may attend meetings in person, via videoconferencing or other audiovisual means. Certain matters like annual financial statements cannot be approved remotely.
- A quorum is needed for meetings. All directors must try to attend regularly, or they risk vacating their office for absence over 12 months. Detailed procedural rules govern electronic meetings.
- The Board oversees company management to protect share
Companies must hold an annual general meeting every year, with no more than 15 months between meetings. Extraordinary general meetings can be called to discuss urgent matters. Board meetings can be called by the secretary, director, or on the chairman's direction. Meetings must be chaired and have quorum to be valid. Notice must be sent in advance of meetings, and include time, place, agenda, and signature. Resolutions are passed by ordinary majority or 75% majority for special resolutions. Minutes record the discussions and decisions.
The document summarizes provisions related to meetings under the Companies Act, including:
- Types of meetings like statutory meetings, annual general meetings, extraordinary general meetings, and meetings of creditors/debenture holders.
- Requirements for statutory meetings like approving a statutory report within 3-6 months of commencement of business.
- Requirements for annual general meetings like holding the first AGM within 18 months of incorporation and subsequent AGMs within 4 months of financial year end.
- Provisions for extraordinary general meetings, including who can call them and notice requirements.
- Other meeting provisions around quorum, voting, proxies, and maintenance of minutes.
The document summarizes provisions related to meetings under the Companies Act, including:
- Types of meetings like statutory meetings, annual general meetings, extraordinary general meetings, and meetings of creditors/debenture holders.
- Requirements for statutory meetings like approving a statutory report within 3-6 months of commencement of business.
- Requirements for annual general meetings like holding the first AGM within 18 months of incorporation and subsequent AGMs within 4 months of financial year end.
- Provisions for extraordinary general meetings, including who can call them and notice requirements.
- Other meeting provisions around quorum, voting, proxies, and maintenance of minutes.
In the context of a company, the word ‘meeting’ implies
The coming together of a certain number of members;
For transacting the business in the agenda;
For which a previous notice has been issued.
Synopsis on Secretarial Standard on Meetings of Board of DirectorsCS Mohd Saqib
This document summarizes the key provisions of the Secretarial Standard on Meetings of the Board of Directors. It outlines 26 provisions related to convening meetings, notice and agenda, frequency of meetings, quorum, attendance, minutes, and other administrative requirements. The standard is intended to promote good corporate practices for the effective functioning of company boards.
Synopsis on Secretarial Standard on General Meetings CS Mohd Saqib
This document summarizes the key provisions of the Secretarial Standard on General Meetings as per the Companies Act, 2013. It outlines 31 provisions related to convening, conducting and recording minutes of general meetings. Some of the key highlights include requirements for notice period, quorum, presence of directors and auditors, appointment of proxies, contents and maintenance of minutes. The document also provides an annexure specifying the typical contents to be included in minutes and the report on the annual general meeting to be filed with the registrar.
This document discusses company meetings under Indian company law. It defines a company as an association of persons united for a common economic purpose. It explains that a meeting involves two or more members coming together to consider issues of common interest, after receiving proper notice. There are different types of valid meetings that must be properly convened, give sufficient notice, have a quorum present, and be chaired. Meetings involve members voting on resolutions, and minutes must be kept of all general, board, and committee meetings. Proxies may be appointed to attend and vote on a member's behalf according to certain requirements.
This document discusses different types of meetings held in companies. It describes shareholders meetings like statutory meetings, annual general meetings, and extraordinary general meetings. It also discusses directors meetings, including board meetings and committee meetings. Additionally, it covers special meetings such as class meetings and creditors meetings. The document provides definitions and purposes for each type of meeting. It also discusses topics like venue, agenda, quorum, proxies, and minutes for company meetings.
Board meetings are meetings of a company's board of directors where important decisions are made. According to the Companies Act 2013, the minimum number of directors required for a quorum at a board meeting is 1/3 of the total number of directors or two directors, whichever is higher. All directors are encouraged to attend board meetings in person or via video conference in order to participate in decision making. Public limited companies must hold a minimum of four board meetings per year with over 120 days between each meeting, while small companies need only two meetings with over 90 days between.
covered all types of companies meeting plus essentials to make the meeting a valid meetings, cases related to the meetings, powers of board & tribunal to call the meetings
Meetings are an important part of running a corporate structure according to the Companies Act, 2013. The frequency of board meetings for different types of companies is defined, requiring at minimum 4 meetings per calendar year with gaps of no more than 120 days. Directors may participate virtually through video conferencing with some exceptions. Resolutions can also be passed by circulation to directors without a formal meeting.
It is a presentation on basic introduction to the subject of CLSP - Secretarial Practices. This is published only for education and information purpose.
Appointment of proxies - Changes in the Companies Act, 2013 - Dr S. Chandrase...D Murali ☆
Appointment of proxies - Changes in the Companies Act, 2013 - Dr S. Chandrasekaran - Article published in Business Advisor, dated - December 25, 2014 http://www.magzter.com/IN/Shrinikethan/Business-Advisor/Business/
The document outlines the powers and duties of the Board of Directors of a homeowners association. It states that the Board has the power to:
1) enforce the governing documents of the association including the declarations, bylaws, and policies.
2) fix the amount of the annual assessment and send notices to homeowners.
3) procure insurance, maintain common areas, and enforce architectural guidelines.
The Board must also provide new owners with the governing documents and information about the association. Meetings of the Board require notice and a quorum to conduct business.
Meetings serve several purposes in organizations, including formalizing decision-making, bringing people together for discussion, and fostering cooperation. Key terms related to meetings include quorum, which is the minimum number of attendees required for a meeting to proceed, and ad hoc, which refers to impromptu meetings called for a specific purpose outside regular meetings. Preparing agendas, being on time, and assigning responsibilities are important for running successful meetings.
This document outlines the corporate governance guidelines for Computer Sciences Corporation. It addresses the role of the board of directors in overseeing management and acting in good faith. It also covers the composition of the board, including the size, selection process, and independence of directors. The document provides qualifications for directors, including limits on other board service and procedures for changes in job responsibilities. It describes board committees, conduct of meetings, access to management and advisors, performance evaluations, director compensation, orientation, education, and succession planning.
This document provides an overview of practical aspects of board meetings under the Companies Act, 2013, including essential requirements, number of meetings, convening meetings, quorum, conducting meetings through video conferencing, and resolution by circulation.
Some key points covered include that a company must hold a minimum of 4 board meetings annually with maximum gap of 120 days, proper notice must be provided, quorum is 1/3 of total directors or 2 directors whichever is higher, interested directors cannot be counted for quorum, certain matters cannot be dealt with through video conferencing, and resolutions can be passed by circulation by approval of majority of directors.
The document discusses provisions related to meetings of the Board of Directors and its powers under the Companies Act 2013. Some key points:
- Board meetings must be held at least once every 120 days, with the first meeting within 30 days of incorporation. Certain small companies need only meet once every half year.
- Directors may attend meetings in person, via videoconferencing or other audiovisual means. Certain matters like annual financial statements cannot be approved remotely.
- A quorum is needed for meetings. All directors must try to attend regularly, or they risk vacating their office for absence over 12 months. Detailed procedural rules govern electronic meetings.
- The Board oversees company management to protect share
Companies must hold an annual general meeting every year, with no more than 15 months between meetings. Extraordinary general meetings can be called to discuss urgent matters. Board meetings can be called by the secretary, director, or on the chairman's direction. Meetings must be chaired and have quorum to be valid. Notice must be sent in advance of meetings, and include time, place, agenda, and signature. Resolutions are passed by ordinary majority or 75% majority for special resolutions. Minutes record the discussions and decisions.
The document summarizes provisions related to meetings under the Companies Act, including:
- Types of meetings like statutory meetings, annual general meetings, extraordinary general meetings, and meetings of creditors/debenture holders.
- Requirements for statutory meetings like approving a statutory report within 3-6 months of commencement of business.
- Requirements for annual general meetings like holding the first AGM within 18 months of incorporation and subsequent AGMs within 4 months of financial year end.
- Provisions for extraordinary general meetings, including who can call them and notice requirements.
- Other meeting provisions around quorum, voting, proxies, and maintenance of minutes.
The document summarizes provisions related to meetings under the Companies Act, including:
- Types of meetings like statutory meetings, annual general meetings, extraordinary general meetings, and meetings of creditors/debenture holders.
- Requirements for statutory meetings like approving a statutory report within 3-6 months of commencement of business.
- Requirements for annual general meetings like holding the first AGM within 18 months of incorporation and subsequent AGMs within 4 months of financial year end.
- Provisions for extraordinary general meetings, including who can call them and notice requirements.
- Other meeting provisions around quorum, voting, proxies, and maintenance of minutes.
In the context of a company, the word ‘meeting’ implies
The coming together of a certain number of members;
For transacting the business in the agenda;
For which a previous notice has been issued.
Synopsis on Secretarial Standard on Meetings of Board of DirectorsCS Mohd Saqib
This document summarizes the key provisions of the Secretarial Standard on Meetings of the Board of Directors. It outlines 26 provisions related to convening meetings, notice and agenda, frequency of meetings, quorum, attendance, minutes, and other administrative requirements. The standard is intended to promote good corporate practices for the effective functioning of company boards.
Synopsis on Secretarial Standard on General Meetings CS Mohd Saqib
This document summarizes the key provisions of the Secretarial Standard on General Meetings as per the Companies Act, 2013. It outlines 31 provisions related to convening, conducting and recording minutes of general meetings. Some of the key highlights include requirements for notice period, quorum, presence of directors and auditors, appointment of proxies, contents and maintenance of minutes. The document also provides an annexure specifying the typical contents to be included in minutes and the report on the annual general meeting to be filed with the registrar.
This document discusses company meetings under Indian company law. It defines a company as an association of persons united for a common economic purpose. It explains that a meeting involves two or more members coming together to consider issues of common interest, after receiving proper notice. There are different types of valid meetings that must be properly convened, give sufficient notice, have a quorum present, and be chaired. Meetings involve members voting on resolutions, and minutes must be kept of all general, board, and committee meetings. Proxies may be appointed to attend and vote on a member's behalf according to certain requirements.
This document discusses different types of meetings held in companies. It describes shareholders meetings like statutory meetings, annual general meetings, and extraordinary general meetings. It also discusses directors meetings, including board meetings and committee meetings. Additionally, it covers special meetings such as class meetings and creditors meetings. The document provides definitions and purposes for each type of meeting. It also discusses topics like venue, agenda, quorum, proxies, and minutes for company meetings.
Board meetings are meetings of a company's board of directors where important decisions are made. According to the Companies Act 2013, the minimum number of directors required for a quorum at a board meeting is 1/3 of the total number of directors or two directors, whichever is higher. All directors are encouraged to attend board meetings in person or via video conference in order to participate in decision making. Public limited companies must hold a minimum of four board meetings per year with over 120 days between each meeting, while small companies need only two meetings with over 90 days between.
covered all types of companies meeting plus essentials to make the meeting a valid meetings, cases related to the meetings, powers of board & tribunal to call the meetings
Meetings are an important part of running a corporate structure according to the Companies Act, 2013. The frequency of board meetings for different types of companies is defined, requiring at minimum 4 meetings per calendar year with gaps of no more than 120 days. Directors may participate virtually through video conferencing with some exceptions. Resolutions can also be passed by circulation to directors without a formal meeting.
Bba 1 ibo u 4 company secretary& company meetingsRai University
The document discusses the roles and responsibilities of company secretaries. It begins by defining what a secretary is and their meaning under law. It then outlines the various roles a secretary plays as a servant, agent, and officer of the company. As agent, they are responsible for administrative matters but should not mix personal interests. As officer, they are entitled to certain rights and ensure affairs are legal. As advisor, they guide directors and oversee daily activities. The document also details qualification requirements, appointment process, rights and duties of secretaries. It concludes by covering topics like types of company meetings, when they are held, and business conducted.
This document summarizes various types of company meetings including statutory meetings, annual general meetings, extraordinary general meetings, directors' meetings, and proceedings at meetings. It provides details on the definition, occasion, notice requirements, purpose, and other procedural aspects of each type of meeting. Key points covered include that statutory meetings must be held within 3 months of business commencement, annual general meetings must be held yearly, and extraordinary meetings are for special occasions.
7 presentation meetings proxy and quorum etc 27[1].12.2007 2ankurarora55
The document summarizes statutory requirements for company meetings in India, including statutory meetings, extraordinary general meetings, annual general meetings, and requirements regarding quorum, notice periods, and proxies. It outlines what must be included in statutory reports, certification requirements, default penalties, business that can be conducted at different meeting types, and attendance and voting rules.
Walmart Business+ and Spark Good for Nonprofits.pdfTechSoup
"Learn about all the ways Walmart supports nonprofit organizations.
You will hear from Liz Willett, the Head of Nonprofits, and hear about what Walmart is doing to help nonprofits, including Walmart Business and Spark Good. Walmart Business+ is a new offer for nonprofits that offers discounts and also streamlines nonprofits order and expense tracking, saving time and money.
The webinar may also give some examples on how nonprofits can best leverage Walmart Business+.
The event will cover the following::
Walmart Business + (https://business.walmart.com/plus) is a new shopping experience for nonprofits, schools, and local business customers that connects an exclusive online shopping experience to stores. Benefits include free delivery and shipping, a 'Spend Analytics” feature, special discounts, deals and tax-exempt shopping.
Special TechSoup offer for a free 180 days membership, and up to $150 in discounts on eligible orders.
Spark Good (walmart.com/sparkgood) is a charitable platform that enables nonprofits to receive donations directly from customers and associates.
Answers about how you can do more with Walmart!"
Communicating effectively and consistently with students can help them feel at ease during their learning experience and provide the instructor with a communication trail to track the course's progress. This workshop will take you through constructing an engaging course container to facilitate effective communication.
Philippine Edukasyong Pantahanan at Pangkabuhayan (EPP) CurriculumMJDuyan
(𝐓𝐋𝐄 𝟏𝟎𝟎) (𝐋𝐞𝐬𝐬𝐨𝐧 𝟏)-𝐏𝐫𝐞𝐥𝐢𝐦𝐬
𝐃𝐢𝐬𝐜𝐮𝐬𝐬 𝐭𝐡𝐞 𝐄𝐏𝐏 𝐂𝐮𝐫𝐫𝐢𝐜𝐮𝐥𝐮𝐦 𝐢𝐧 𝐭𝐡𝐞 𝐏𝐡𝐢𝐥𝐢𝐩𝐩𝐢𝐧𝐞𝐬:
- Understand the goals and objectives of the Edukasyong Pantahanan at Pangkabuhayan (EPP) curriculum, recognizing its importance in fostering practical life skills and values among students. Students will also be able to identify the key components and subjects covered, such as agriculture, home economics, industrial arts, and information and communication technology.
𝐄𝐱𝐩𝐥𝐚𝐢𝐧 𝐭𝐡𝐞 𝐍𝐚𝐭𝐮𝐫𝐞 𝐚𝐧𝐝 𝐒𝐜𝐨𝐩𝐞 𝐨𝐟 𝐚𝐧 𝐄𝐧𝐭𝐫𝐞𝐩𝐫𝐞𝐧𝐞𝐮𝐫:
-Define entrepreneurship, distinguishing it from general business activities by emphasizing its focus on innovation, risk-taking, and value creation. Students will describe the characteristics and traits of successful entrepreneurs, including their roles and responsibilities, and discuss the broader economic and social impacts of entrepreneurial activities on both local and global scales.
Leveraging Generative AI to Drive Nonprofit InnovationTechSoup
In this webinar, participants learned how to utilize Generative AI to streamline operations and elevate member engagement. Amazon Web Service experts provided a customer specific use cases and dived into low/no-code tools that are quick and easy to deploy through Amazon Web Service (AWS.)
Beyond Degrees - Empowering the Workforce in the Context of Skills-First.pptxEduSkills OECD
Iván Bornacelly, Policy Analyst at the OECD Centre for Skills, OECD, presents at the webinar 'Tackling job market gaps with a skills-first approach' on 12 June 2024
This document provides an overview of wound healing, its functions, stages, mechanisms, factors affecting it, and complications.
A wound is a break in the integrity of the skin or tissues, which may be associated with disruption of the structure and function.
Healing is the body’s response to injury in an attempt to restore normal structure and functions.
Healing can occur in two ways: Regeneration and Repair
There are 4 phases of wound healing: hemostasis, inflammation, proliferation, and remodeling. This document also describes the mechanism of wound healing. Factors that affect healing include infection, uncontrolled diabetes, poor nutrition, age, anemia, the presence of foreign bodies, etc.
Complications of wound healing like infection, hyperpigmentation of scar, contractures, and keloid formation.
Temple of Asclepius in Thrace. Excavation resultsKrassimira Luka
The temple and the sanctuary around were dedicated to Asklepios Zmidrenus. This name has been known since 1875 when an inscription dedicated to him was discovered in Rome. The inscription is dated in 227 AD and was left by soldiers originating from the city of Philippopolis (modern Plovdiv).
it describes the bony anatomy including the femoral head , acetabulum, labrum . also discusses the capsule , ligaments . muscle that act on the hip joint and the range of motion are outlined. factors affecting hip joint stability and weight transmission through the joint are summarized.
RHEOLOGY Physical pharmaceutics-II notes for B.pharm 4th sem students
Ppt 1 meeting intro, meeting of directors
1. BBA/B.COM IV SEM
CORPORATE REGULATIONS
Module V :
COMPANY MEETING
TOPIC:
COMPANY MEETINGS- INTRO
BOARD MEETING
Ameer Babu.K
Asst. Professor
PTM Govt. College, Perinthalmanna
2. COMPANY MEETINGS
Introduction
when two or more than
two persons get together
at one place to discuss
any common issue it is
called a meeting
it is to be noted that
every gathering does
net constitute
meeting
Meeting of the shareholders
or of the directors or of the
debenture holders are oft he
contributors are called the
meetings of a company
Such meetings are of vital importance in the working of a
company and are held according to the provisions of the
Companies Act 2013 and the Res framed there under.
3. Because a company is
an artificial person
created by law and it
cannot wok as a natural
person.
A company is managed
by the representatives
of the shareholders.
Therefore, it becomes necessary that the company
meeting must be held properly and in accordance
with the provisions of the Indian Companies Act,
memorandum of association and articles of
association of the company
4. Meaning of Meetings
The word “meetings” in context
of company means a gathering
or assembly of directors or
shareholders or of both for
taking decisions on the agenda
before them.
Basically, these people has been
convened for the purpose of
achieving a common goal
through verbal interaction, such
as sharing information or
reaching agreement.
Meetings may held face to face
or virtually, as mediated by
communication technologies
such as a telephone conference
call or a video conferences.
5. Why to have meetings?
• To solve the
problems
• To make
decisions
• To develop
various plans
• To gather or
convey
information
• To get a
response to
information
• To obtain
approval
• To clarify
responsibilities
• To create a
sense of
teamwork
6. Characteristics of a Company Meeting
1 Two or more
persons must
present at the
meeting
2 The assembly of persons must
be for discussion and
transaction of some lawful
business
3. Notice is
essential
4. Held at a
particular place,
date and time
5. Must be held
as per
provisions of
Companies Act
7. Assembly of two or more persons
constitutes a meeting generally therefrom,
only one person present in the meeting
does not constitute a meeting.
The following are the exceptions
8. One Member to Constitute a Meeting
1. Meeting
convened by
Tribunal
2 Class meetings
of share holders
3. Absence of
quorum and
adjourned
meeting
9. One Member to Constitute a Meeting
1. Meeting
convened by
Tribunal
Where the Tribunal calls an
annual generat meeting under
Section 97. only one present
that may be treated as valid
quorum for the meeting
Or
Where the Tribunal calls a
meeting under Sec. 98. other
than an annual general meeting)
one member present in person
or proxy shall be deemed to
console a valid meeting
10. 2 Class meetings of share
holders
•Where one person held all the share
of a particular class, the member
alone comes to constitute a valid
meeting of that class of shareholders
11. 3. Absence of
quorum and
adjourned meeting
In the absence of quorum in a
particular meeting the
proceedings of the company
cannot be started and the
meeting will be adjourned to the
same time, place and date in the
next week.
In the adjourned meeting it only one be present, that
would be considered as enough quorum
12. Kinds of Company
Meetings
The meeting of a
company may be
classified into the
following categories
1.Meeting of
director
2 Meeting of
shareholders
3. Meeting of
creditors
4. Meeting of
debenture holders
13. Kinds of meetings
Directors
Board Meeting
Meetings of Sub
Committee of
Directors
Members
Statutory Meeting
Annual General
Meeting
Class Meeting
Extraordinary General
Meeting
Meeting of
Creditors
Creditors
Meeting of debenture -
holders
14. Meeting of Directors
The affairs of a company are managed by
the Board of Directors. So it is necessary
that the directors should often meet to
discuss various matters regarding the
management & administration of the
affairs of the company in the best interest
of the shareholders & the public.
15. Section 2(34)director
means a director
appointed to the Board of
a company.
A company is an artificial
person created by law.
It does not have any
physical existence as
such, it cannot act by
Itself and acts instead
through human agency.
The persons through
whom it acts and by
whom the business of the
company is conducted are
known as directors.
Wide powers have been
vested in the board in
regard to the
management of
companies.
The directors must hold
their meetings as
frequently as possible.
These meetings of the
directors are known as
board meetings
Important matters
relating to the director's
meeting are as follows.
16. Board Meetings- 173
• To be held within 30 days of incorporation for every Co.
First Board meeting(B.M.)-New
• At least 4 B.M. every year
Minimum No. of Meetings-
Same
• Should not be more than 120 days
Time Gap between 2 B.M.
• Directors can attend the meeting through through video
conferencing or other audio visual means
Video Conferencing(V.C.)
• Approval of annual financial statements and Board Report
Specified matters which cant be
done through V.C.
• Advance 7 days notice
Time for Notice of B.M.
• Can also be given through electronic mode (not specified)
Mode of giving Notice of B.M.
•At least 1 independent director shud be present, if not , decisions
taken by Board, shall be ratified by at least 1 independent director
Shorter Notice of B.M.
• At least 1 .M. in each Half year and gap b/w 2 B.M. shall not
be less than 90 days.
OPC, Dormant Co. & Small Co.
17. Frequency of Board
Meetings (Section 173)
First Board Meetings -
held with in 30 days
from the date of
incorporation
Minimum Board
Meetings - four
meetings should be
held every year,
A maximum gap Board
Meetings : of 120 days
can be between two
consecutive meetings
of the Board.
18. In the case of a One
Person Company, small
company and dormant
company
at least one meeting of
the Board of Directors
has been conducted in
each half of a calendar
year
the gap between the
two meetings is not
less than ninety days.
An OPC having only one
director on its Board of
Directors, need not
hold any meeting
19. Notice of the Meeting (Section 173(3)
A minimum
seven days
notice
in writing
Must be sent to
every director
at his address
registered with
the company
notice shall be
sent by hand
delivery, or by
post or by
electronic
means.
Participation of
directors in a meeting
of Board may be
either in person or
through video
conferencing or other
audio visual means
20. Board Meeting through Video Conferencing or Other Audio
Visual Means Section 173(2)( Rule 3)
• Directors may participate in Board meeting
trough video conferencing or other audio visual
aids which are capable of recording and
recognizing the participation of the directors and
is headings and for considering the quorum much
directors are also be counted
• Following matters to be looked into for
convening and conducting a Board meeting
through video conferencing or other audio visual
means
21. a) Safeguard the integrity of the meeting by ensuring
sufficient security and identification procedures
b) Necessary arrangement to avoid failure of video or
audio connection
c)Give due attention to record proceedings and preparing
the minutes of the meeting. These are preserved till the
time of completion of audit of particular year
22. d) No person other than the concerned director are attending
the meeting
e)The chairperson shall ensure that the required quorum is
present throughout the meeting
f) Ensure that participants attending the meeting through audio
visual means are able to hear and see the other participants
clearl during the meeting
g) Notice of meeting shall inform the directors regarding option
available to participate through video conferencing mode
h) A director intending to participate through video
conferencing or audio visual means should communicate his
intention to the chairperson in advance
23. i)The director who desire to participate through video
conferencing or audio visual means may intimate his
intention at the beginning of calendar year and the
same will be valid one calendar year
j) Registers under the Act to be placed at scheduled
venue and deemed signed by directors attending the
meeting through electronic mode, they give their
consent, and recorded in the minutes of the meeting.
24. k)The venue of the meeting shall be in India
l)Every participant shall identify himself for the record
before speaking on any item of business on the agenda
m) if a statement of a director in the meeting through
video conferencing or other audo means is interrupted
or garbled, the Chairperson or Company Secretary shall
request to repeat by the Director
25. n)If a motion is objected to and there is a need to put a to vote, the
Chairperson shall call the roll and note the vote of each director who
shall identify himself while casting his vote
o) From the commencement of the meeting and until the conclusion
of such meeting no person other than the Chairperson Director
Company Secretary and any person whose presence is required by
the Board shall be allowed access to the place where any director is
attending the meeting either physically or through video without
the permission of the Board
26. p) at the end of discussion on each agenda item, the chairperson of the
meeting shall announce the summary of the decision taken on such item
along with names of the directors, if any, who dissented from the decision
taken by majority
q) The minutes shall disclose the particulars of the directors who attend the
meeting through video conferencing or other audio visual means.
r)The draft minutes of the meeting shall be circulated among all the directors
within fifteen days of the meeting either in writing or in electronic mode as
may be decided by the Board
27. Matters not to be dealt with in a meeting through
Video Conferencing or Other Audio Visual
(i) the approval of the
annual financial
statement:
(ii) the approval of the
Board's report
(iii) the approval of
the prospectus
(iv) the Audit Committee
Meetings for consideration of
accounts; and
(v)the approval of the matter relating to
amalgamation, merger, demerger,
acquisition and takeover.
28. Agenda
The term agenda"
means things to be
done.
In the present
context it is a
statement of the
business to be
transacted at a
meeting.
When the agenda is
enclosed with notice each
of the directors gives due
consideration to the
proposed business and
comes with necessary
preparation for discussion
in the meeting
29. Quorum (Section 174)
The quorum for a meeting of the Board of Directors
of a company shall be 1/3 of its total strength
(any fraction in that 1/3 being rounded off as one)
or two directors which over is higher.
30. The participation of the directors by video
conferencing or by other audio visual means shall
also be counted for the purpose of quorum for the
meeting.
Where the number of interested directors exceeds
or is equal of two-third of the total strength, then
remaining directors who are not Interested, being
not less than two, shall be the quorum.
31. If a meeting cannot be held for want of quorum, then the
articles of the company otherwise provide it stands adjourned
till the same day in the next week, at the same time and place
or if that day is a national holiday, till the next succeeding day,
which is not a national holiday, at the same time and place.
The decisions of the board meeting will be invalid if the
quorum is not maintained throughout the meeting, unless the
articles of the company make specific provisions.
32. Chairperson
Every meeting of the board must have a chairperson to preside over it.
The articles usually name the chairperson who shall preside over the board
meeting.
If the articles do not name the chairperson, the directors may elect chairperson
of their meetings and also determine the period for which he is hold office.
If no such chairperson is elected, or if at any meeting the chairman is not present
within five minutes after the time appointed for holding the meeting, the
directors present may choose one of their member to be the chairperson.
THANK
YOU
Editor's Notes
But a meeting can be held by giving a shorter notice to transact an urgent business. provided at least one independent director, if any, is present at the meeting. In case of absence of Independent directors from such a meeting of the Board, decision taken at such a meeting shall De circulated to all the directors and shall be final only on ratification thereof at least one independent director, if any.