Monday, April 22, 2019

Differentiate between ordinary resolution, special resolution and extra ordinary resolution.

Ordinary Resolution:

This is passed by the majority vole of members present at a general meeting. Such a resolution is passed in the ordinary way and deals with ordinary business, such as passing of accounts, appointing directors, auditors, and declaration of dividends and so on.

Special resolution:
 
This is passed in a general meeting by the three-fourths majority of the members present in person or by proxy, provided notice for such meeting specifying the intention to propose the resolution is given at least twenty-one days before the date of the meeting. Special resolutions are required -

a) to change the name of the company with consent of the registrar;
b) to alter the memorandum;
c) to alter the articles etc.

Extra Ordinary resolution:

This is passed by such majority vote at a meeting of which 21 days notice has been given. The notice must specify the intention to propose the resolution as an extra-ordinary resolution [Section-87(i)]. Such resolution is necessary when a company is sought to be wound-up voluntarily on the ground of that it cannot continue its business on account of its liabilities and also for a number of other reasons.

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