Section 108 of Indian Companies Act 2013 contains provisions for ‘Voting through electronic means’, Section 109 of Indian Companies Act 2013 contains provisions for ‘Demand for poll’ and Section 110 of Indian Companies Act 2013 contains provisions for ‘Postal ballot’.
| VOTING THROUGH ELECTRONIC MODE | DEMAND FOR POLL |
| 1. Listed Entity
2. Company having more than 1000 members Cut-off date = 7 days before GM Public Notice is required to be served after the dispatch of the notice to all the Members, Auditors and Directors and before 21 clear days of the meeting via one Vernacular language and one English Language. Facility for remote e-voting shall remain open for not less than 3 days and close at 5:00 PM on the date preceding the date of the meeting. The BOD of the Company shall appoint SCRUTINISER for calculating the votes cast or against (CA/CS/CMA in practice). The scrutiniser shall unblock the votes in front of atleast 2 witnesses, who is not in employment of the Company. Scrutiniser shall prepare the report within 3 days from the conclusion of the meeting and the same shall be signed by the Chairman or the person authorized by him. Chairman of the meeting shall declare the result of the voting. Proxy can’t vote. |
1. Chairman on his own motion, or
2. On the demand of : – Company having share capital – 1/10th of the total voting power of Rs. 5 lakhs shares – any other case – 1/10th of the voting power Demand of poll can be withdrawn at any time A poll demanded for: -adjournment of the meeting or -appointment of Chairman of the meeting, Shall be taken forthwith (on the spot). A Poll demanded on any other matter can be taken at such time, maximum 48 hours from the time when poll was demanded. The Chairman shall appoint SCRUTINISER. The Scrutinizers shall submit the Report to the Chairman who shall counter-sign the same. Scrutiniser shall submit the report (MGT-13) to the chairman within 7 days from the date the poll is taken. Proxy can vote.
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| POSTAL BALLOT | |
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Company having more than 200 members shall be entitled to transact the following bs. via Postal Ballot only: 1. Alteration in object clause of MOA 2. Alteration in AOA 3. Change in RO 4. Buy Back 5. Issue of share with differential voting rights 6. Election of director u/s 151 7. Give loan/guarantee u/s 186 8. Sale of the undertaking u/s 180 9. Change in the object for which company has raised fund through public Any other matter can be transacted through Postal Ballot, except 4 ORDINARY BUSINESS Every member shall provide their accent or decent within a period of 30 days from the date of dispatch of notice of the meeting. Newspaper advertisement shall be made in one vernacular language and one English Language newspaper about the dispatch of notice. The BOD shall appoint one SCRUTINISER The Scrutiniser shall submit his report within 7 days Proxy can’t vote. |
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NOTE:
- Electronic Mode: Applicable Companies can vote through electronic means only
- Poll: Any Company can go for Poll, If Demanded by Applicable Members
- Items which are mandatory to be transacted by postal ballot can be transacted in the General meeting of the Company having facility to provide electronic mode voting system.
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