Please Help: corporate law
Posted Date : 10-Feb-2012 , 04:49:22 pm | Posted By: Irfan Ansari
Category :
Corporate Law | Answers :
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what is the difference between resolution passed by circulation and resolution passed in meeting? |
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Answers:
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 Answer by: Akanksha Handa |
| Normally, 'Resolution' is passed in a meeting, either of the Board of Directors or the members of the company, duly convened within the framework of the provisions of the Companies Act and/or the Articles of Association of the company but when the minimum number of Board members required for the meeting are not able to present physically for the meeting, in that case to pass the resolution,the resolutions and minutes are prepared and circulated to the directors on their address for approval and signature.such resolution which are circulated are called resolution passed by circulation.
As per section 289 of the Companies Act, 1956 ,A resolution by the Board of Directors may be passed by circulation if the same has been circulated in draft, together with the necessary papers, if any, to all the Directors, or to all the members of the committee, then in India (not being less in number than the quorum fixed for a meeting of the Board or Committee, as the case may be), and all other Directors or members at their usual address in India, and has been approved by such of the Directors as are then in India, or by a majority of such of them, as are entitled to vote on the resolution.
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| Answer by: Akanksha Handa |
| Normally, 'Resolution' is passed in a meeting, either of the Board of Directors or the members of the company, duly convened within the framework of the provisions of the Companies Act and/or the Articles of Association of the company but when the minimum number of Board members required for the meeting are not able to present physically for the meeting, in that case to pass the resolution,the resolutions and minutes are prepared and circulated to the directors on their address for approval and signature.such resolution which are circulated are called resolution passed by circulation.
As per section 289 of the Companies Act, 1956 ,A resolution by the Board of Directors may be passed by circulation if the same has been circulated in draft, together with the necessary papers, if any, to all the Directors, or to all the members of the committee, then in India (not being less in number than the quorum fixed for a meeting of the Board or Committee, as the case may be), and all other Directors or members at their usual address in India, and has been approved by such of the Directors as are then in India, or by a majority of such of them, as are entitled to vote on the resolution.
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| Answer by: Lavina Bajaj |
| generally when a resolution has to be passed than a board meeting is convened and the resolution is affirmed with majority pf votes in favour. but in order to save time resolution is passed by circulation i.e. resolution is sent by post to the members for their consent.this saves time and ensures speedy work without much delay. law has specified when can resolution be passed by circular. e.g. sec 292(1)(c)/(d), 372A can be passed by circulation.
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| Answer by: PRIYANKA |
| i too agree with the answers given above.
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| Answer by: Mrattunjay |
| Simple difference is in Circulation no meeting but acceptance by Majorty but in case resolution pass by meeting is after discussion over the same and consent during the meeting required
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