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Q & A

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Rule regarding postal ballot specifically provides for passing of resolution under section 180(1)(a) by way of postal ballot only, then why many listed companies are passing the same in the annual general meetings, is there any exception available to that??

Section 180- Restrictions on powers of Board.

Posted By: Alok srivastava 10 year(s) ago

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    Ramnik Bhimani

The resolution for Sale or Dispose off the undertaking is required to be passed by postal ballot. If the resolution is only for creation of Charge or mortgage on the undertaking then the same can be passed at the Physical General Meeting.

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    ASHWIN PATEL

Because Section 180(1)(a) relates to sell, lease or otherwise dispose of the whole or substantially the whole of the undertaking, while Section 110 read with Rule 22(16)(i) of Companies (Management and Administration) Rules, 2014 relates to only "Sale" of the whole or substantially the whole of an undertaking. So these listed companies are passing resolution under section 180(1)(a) for creation of charge / mortgage on the assets of the company and not for sale of an undertaking.

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    Anil

I could not find any exemption for such rule.

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