YS Academy

COMPANY LAW CHAPTER 7 TEST

Question: 1

(a) The Board of Directors of Illusions Pvt Ltd., a company registered in New Delhi, has decided to
call an extraordinary general meeting in Madrid, Spain on 2nd October 2016. Discuss whether the
General meeting can be convened on the said date? (2 marks)
(b) The members of Blumove Peacocks Pvt Ltd, holding 1/10th voting power of the company,
requisitioned a meeting on 14th August 2016 to the Board of Directors. However, the directors did
not pay any heed and did not call an extra ordinary general .Discuss the consequences of the
contravention of the same in accordance with the Companies Act , 2013? (2 marks)
(c) Explain the validity of the following:
(i) The Board of Directors refuse to convene the extra ordinary general meeting on the ground
that the requisitions have not been signed by the joint holder of the shares.
(ii) Adjournment of the EGM called upon by the requisition of members on the ground that
the quorum was not present at the meeting. (4 marks)

Question: 2

What are the requirements to conduct a valid general meeting? (4 marks)

Question: 3

S, a shareholder, gives a notice for inspecting proxies, five days before the meeting is scheduled
and approaches the company two days before the scheduled meeting for inspecting the same. What
is the legal position relating to his action? (4 marks)

Question: 4

(a) State the ordinary and special businesses which may be transacted at an Annual General Meeting
of a public limited company incorporated under the Companies Act, 2013? (3 marks)
(b) The Articles of association of X Ltd require the personal presence of 7 members to constitute the
quorum of General meeting .The following persons were present in the EGM to consider the
appointment of the Managing Director:
(i) A ,the representative of the Governor of Madhya Pradesh.
(ii) B and C , the shareholders of preference shares.
(iii) D , representing Y Ltd. and Z Ltd.
(iv) E,F,G and H as proxies of shareholders.

Can it be said that the quorum was present in the meeting? (5marks)

Question: 5

The last General Meeting was conducted by the Chairman on 12th August 2015. Thereafter,
on 19th August 2015, the Chairman died , before the minutes of the said meeting could be signed.
In such an eventuality, how are the minutes book to be dated and signed? Discuss in terms of the
provisions of the Companies Act , 2013? (4 marks)

Question: 6

(a) Who are the persons who are authorized to inspect the minutes books and what is the statutory
time limit prescribed to apply for such inspection? ( 2 marks)
(b)State the four resolutions requiring “Special Notice”. (2 marks)

Company law test

(c) In a General Meeting of PQR Ltd, the Chairman directed to exclude certain matters detrimental to
the interests of the company. Mr. M, a shareholder, contended that the minutes of the meeting must
contain true and fair and correct summary of the proceedings thereat. Decide ,whether the
contention of Mr. M is maintainable under the provisions of the Companies Act, 2013?(4 marks)

Question: 7

A General Meeting was scheduled to be held on 15th April 2016 at 3:00 P.M. As per the notice,
the members who are unable to attend a meeting in person can appoint a proxy and the proxy forms
duly filled should be sent to the company so as to reach atleast 48 hours before the meeting. Mr.X,
a member of the company appoints Mr.Y as his proxy and the proxy form dated 10.04.2016 was
deposited by Mr.Y with the company at its registered office on 11.04.2016. However, Mr.X
changes his mind and on 12.04.2016 gives another proxy to Mr.Z and it was deposited on the same
day with the company. Similarly, another member Mr.W also gives two separate proxies to two
individual names Mr.M and Mr.N. In the case of Mr.M, the proxy dated 12.04.2016 was deposited
with the company on the same day and the proxy form in favour of Mr.N was deposited on
14.04.2016. All the proxies Y, Z, M and N were present before the meeting.

According to the provisions of the Companies Act, 2013, who would be the persons allowed to
represent as proxies for members X and W respectively? (6 marks)

Question: 8

(a) Dev Ltd issued a notice for holding of its annual general meeting on 7th November 2015. The
notice was posted to the members on 16.06.2015. Some of the members of the company allege
that the company has not complied with the provisions of the Companies Act 2013 with regard to
the period of notice and as such the meeting was not validly convened. Referring to the provisions
of the Act, decide :
(i) Whether the meeting has been validly convened?
(ii) If there is a shortfall in the number of days by which the notice falls short of the statutory
requirement, state and explain by how many days does the notice fall short of the
statutory requirement?
(iii) Can the shortfall, if any, be condoned? (4 marks)
(b)M .H .Company Ltd served a notice of general meeting upon its shareholders. The notice stated
that the issue of sweat equity shares would be considered at such a meeting. Mr. A, a shareholder
of the M.H. Company Ltd complains that the issue of sweat equity shares was not specified fully
in the notice. Is the notice issued by M.H.Ltd Company regarding the issue of sweat equity shares
valid, according to the provisions of the Companies Act, 2013? Explain in detail. (4 marks)

Question: 9

The annual general meeting of KMP Ltd. was held on 30th April 2015. The Articles of Association
of the company is silent regarding the quorum of the general meeting. Only 10 members were
personally present in the above meeting, out of the total 2750 members of the company. The
Chairman adjourned the meeting for want of quorum. Referring to the provisions of the Companies
Act, 2013:

a. Define quorum and state the statutorily required quorum for the meeting of a public
company. (2 marks)
b. Examine the validity of the Chairman’s decision. (3 marks)
c. Discuss the consequences of no quorum and the consequent adjournment in such a case.
(3 marks)

Question: 10

Company Law test

Examine whether the following persons can be counted for the purposes of quorum in a general
meeting of a public company:

a. A person representing 3 member companies.

Question: 11

(a) Explain with provisions of the Companies Act, 2013, relating to holding of the annual general
meeting of the company with regard to the following: Period within which the first and the
subsequent Annual General Meeting must be held. (4 marks)
(b) Explain with provisions of the Companies Act, 2013, the provisions relating to “Report on Annual
General Meeting” and the penalty for the non-filing of the same with the ROC.(4 marks)

Question: 12

a. What are the transactions that are to be authorized only through postal ballot? (8 marks)
b. Which are the companies not required to transact through postal ballot? (1 mark)
c. In postal ballot, how does counting take place with respect to member’s voting right? (1 mark)
d. Name the four ballots received from the shareholders?(2 marks)

Question: 13

a. The Annual General Meeting of a public company was scheduled to be held on 15.12.2017. Mr.
A, a shareholder, issued two proxies in respect of the shares held by him, one in favour of Mr. X
and the second in favour of Mr. T. The proxy in favour of ‘Mr. T’ was lodged on 12.12.2017 and
the one in favour of ‘Mr. X’ was lodged on 15.12.2017. The company rejected the proxy in favour
of Mr. X as the proxy in favour of Mr. T was of date 12.12.2017 and the one in favour of Mr. X
was of date 13.12.2017. Is the rejection by the company in order? (4 marks)
b. Mr. S, a shareholder, after duly appointing Mr. P as his proxy for a meeting, himself attended the
meeting and voted on a resolution. Mr. P, thereafter claimed to exercise his vote. Examine his
claim. (2 marks)

Question: 14
a) Explain, with detail reasoning as to whether and how the following persons can be entitled to
voting rights: 1. Joint shareholders 2. Directors who are also the shareholders.(4 marks)
b) Can an insolvent shareholder vote at the meeting by show of hands? (2 marks)

Question: 15

a. With reference to the provisions of Section 101(2) of the Companies Act, 2013, state the contents
of a valid notice. (2 marks)
b. The annual general meeting of Amreen Makeovers Private Limited is to be held on 5th April 2017
at 3:00 p.m. What should be the appropriate time to send the notice by post, so that the provisions
of Section: 101 are not contravened? (2 marks)
c. Mr. Abeer filed a complaint against the company, Elixir Private Limited since it did not serve the
notice to him for attending the annual general meeting. The company, in turn, provided proof that
they had sent the notice, by way of an e-mail, to Mr.Abeer, inviting him to attend the annual general
meeting of the company. Abeer alleges that he never received the e-mail.
State whether the company is liable as guilty for contravening the provisions of section 101 of the
Companies Act 2013, read with rules. (2 marks)

Company Law test