The Companies Act, 1956 and the Companies (Passing of Resolution by Postal Ballot) Rules, 2001, recognize the voting by electronic mode. In order to have a sound electronic platform for capturing electronic voting process, MCA has recognized National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) as agencies for providing electronic platform for electronic voting.
Circular No.21 /2011, Dated: 02.05.2011
No 17/95/201 l/CL.V
Subject: Green Initiative in the Corporate Governance — Approval of Ministry of Corporate Affairs for appointment of agency for providing electronic platform for electronic voting under the Companies Act, 1956.
The Ministry of Corporate Affairs has taken a “Green Initiative in the Corporate Governance” by allowing paperless compliances by the Companies after considering sections 2, 4, 5, and 81 of the Information Technology Act, 2000 for legal validity of compliances under Companies Act, 1956 through electronic mode.
Section 192A of the Companies Act, 1956 read with Companies (Passing of the Resolution by Postal Ballot) Rules, 2001 already recognizes voting by electronic mode for postal ballot. Some of the listed company have already started using electronic platform of certain agencies for providing and supervising the electronic platform for electronic voting.
In order to have secured electronic platform for capturing accurate electronic voting processes, It is hereby clarified that the agency appointed for providing and supervising electronic platform for electronic voting shall be an agency duly approved by the Ministry of Corporate Affairs.
It is further clarified that for the above purpose, National Securities Depository Limited (NSDL) and Central Depository Services (India) Ltd (CDSL) are being are being approved by the Ministry of Corporate Affairs subject to the condition that they obtain a certificate from Standardization Testing and Quality Certification (STQC) Directorate, Department of Information Technology, Ministry of Communications & IT, Govt. of India, Electronics Niketan, 6 CGO Complex, New Delhi – 110 003, INDIA. Once they obtain the same and inform the Ministry, they will be authorized to undertake these activities.
( Kamna Sharma ) Assistant Director