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Tuesday, May 24, 2011

Participation by Shareholders in General Meetings through electronic mode (Video Conference)

The Ministry of Corporate Affairs vide its Circular No. 27/2011 dated 20.05.2011 regarding  Green initiative in the Corporate Governance, allowed the Shareholders to participate in the general meetings though electronic mode (i.e though Video Conference). For that purpose the Company has to comply with following requirements in addition to the normal requirements under the Companies Act, 1956:


1.      The notice of the meeting must inform shareholders regarding availability of participation through video conferencing, and provide necessary information to enable shareholders to access the available facility of videoconferencing.

2.      Significant responsibilities on the Chairman of the meeting and Secretary to safeguard the integrity of the meeting via videoconferencing; to ensure proper videoconference equipment/facilities; to prepare the minutes of the meeting; to ensure that no one other than the concerned shareholder or proxy to the shareholder is attending the meeting through electronic mode; If a statement of a participant in the meeting via videoconferencing is interrupted or garbled, the Chairman of the meeting or Secretary shall request for a repeat or reiteration, and if need be, the Chairman or Secretary shall repeat what he heard the participant was saying for confirmation or correction.

3.      Quorum of the meeting and Chairman shall be physically present at the meeting.

4.      To provide larger participation and for curbing the cost borne by the shareholders to attend general meetings, listed companies may provide video conferencing connectivity during such meetings at least five places in India. It is recommended that these places would be situated all over India in such a way that it covers top five States/UTs based on maximum number of members or at least 1000 members, whichever is more, residing as per the address registered with the depositories.

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