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Minutes of Meeting

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MINUTES OF MEETING According to Secs. 193 to 196. A minutes are record of what the company and directors do in meeting.

Every company shall keep a record of all proceedings of every general meeting , board of director meeting and every committee of the board. This is done within 30 days of the conclusion of every meeting . This records are known as minutes. Minutes Book The book in which the records of the proceeding of a meeting kept is known as minutes book. Separate minutes books are required to be kept for shareholders, general meetings of the company and board of directors. This minutes should be fair and correct summary.

Signing of minutes Each page of the minutes book which records proceedings of a board meeting shall be signed by the chairman of the same meeting or the next succeeding meeting. The last page of the record of proceedings of each meeting in the minutes book should be dated and signed. PROXIES (Sec. 176) A proxy is an authorize (appointed) person who represent meeting and vote in favor of a member of the meeting. A proxy can vote only on a poll. A member of a private company cannot appoint more than one proxy to attend on the same occasion. A member of a company not having a share capital cannot appoint a proxy. The instrument for appointing a proxy should be in writing and signed by the appointer and the proxy to be deposited 48 hours before the meeting. There is nothing in law to exclude Sunday in the computation of the 48 hours before a meeting.

VOTING AND POLL The motion proposed in a general meeting of a company are decided on the votes of the members of the company. The members holding any equity share capital there in have the right to vote on every motion placed before the company. Members holding preference shares can vote only on those motions which affects rights attached to their capital(Sec. 87). The voting may be:1.By a show of hands, or 2.By taking a poll. RESOLUTIONS The questions which comes for consideration at the general meeting of a company are presented in the form of proposal called motion. A motion may be proposed by any members of the meeting, but it required to be seconded by someone before the discussion. The motion after the close of discussion is formally resolved by a show of hands vote. It may either be carried or rejected with the results of the vote. If a motion is carried it becomes a resolution. Kinds of Resolution 1.Ordinary resolution. 2.Special resolution. 3.Resolution requiring a special notice.

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