The conduct of statutory general meeting.

3. MEETING
 Meeting is gathering of two or more person by previous notice for discussion.
Need for meeting
 To ratify.
 To consider their future plans.
 To pass resolutions.
Types of meeting
 General Meeting.
 Statutory meeting.
 Annual meeting.
 Extra ordinary meeting.
 Class meeting of share holders of different classes of shares.

4. STATUTORY GENERAL MEETING
(SEC 165)
 Statutory meeting is a general meeting of the members of a company conducted as required under
section 165 of the Companies Act.
 Held only ONCE IN A LIFE TIME of a company.
 It is the first meeting of the members.
Types of company to hold Statutory Meeting.
 A public company limited by shares.
 A public company limited by guarantee & having a share capital

5. OBJECTS OF STATUTORY MEETING
 To discuss the success of the formation of the company.
 To discuss the matters arising out of statutory report.
 Type of property the company has acquired.
 To discuss the progress of the company.
 To know the details of the actual amount received by the shares.
 To approve/modify the contracts which were specified in the prospectus.
 To know the financial position of the company.
 To discuss various matters arising out of promotions.

6. REQUIREMENTS
Notice
 A clear 21 days notice to be given.
 The notice must be send by the directors to every share holders.
Time limit
 A statutory meeting may be held within a period of
 Not less than 1 month
 Not more than 6 months. From the date of receiving Certificate of Commencement of
business.
Agenda
 All items are of Special Business Category therefore each must be accompanied with an
explanatory note for each item.

7. SECRETARIAL PROCEDURE
 The Statutory Report should be certified by at least 2 Managing Directors of the company.
 Once certified by the MD, the auditor of the company must also certify about the receipts of
payment of cash received should be reported within 7 days.
Procedure of the meeting
 Secretary should produce a list of name, address, occupation, and number of shares held by the
members.
 The list must remain open & accessible to any members of the company during the meeting.
 The members are at liberty to discuss any matters relating to the formation of the company.

8. SECRETARY’S DUTIES
 Before the meeting
 Preparation of Statutory Report.
 Certification of the report.
 Printing & sending the statutory reports & notice.
 Filing the copy of statutory reports with registrar.
 Drawing up the agenda of the meeting.
 Preparation of list of members.
 Necessary arrangement of holding the meeting.
 At the meeting
 Secure attendance of the members.
 Receiving the Directors & the Members to the comfortable.
 Ascertain the Quorum.

9. CONTD…
 Read the notice convening the meeting & the statutory report.
 Exhibits complete list of members.
 After the meeting
 Prepare the minutes of the proceedings.
 Record the minutes of the meeting in the minutes book.
 Carry out the suggestions of the Board , if any, arising out of statutory meeting.

10. CONTENT OF STATUTORY REPORT
 Total shares allotted
 Number of shares allotted.
 How many fully or partly paid up.
 For partly paid up, the extent to which they are so paid up.
 The consideration for which the shares have been allotted.
 Cash received while allotting the shares.
 Abstracts of receipt and payments (Note: up to date 7 days before report is
dispatched)
 The receipt of shares and debentures and other sources.
 The payment made thereof.
 The balance cash in hand.
 The estimate of preliminary expenses of the company.

11. CONTD…
 Directors, Auditors, Managers & Secretary
 Their names, addresses, occupation and
 Changes if any has occurred in them since the incorporation of the business.
 Contracts
 Submitted in meeting for approval.
 Modification of any existing contract.
 Underwriting contract
 Extent to which it has not carried out.
 And reasons for it.
 Arrears for call
 Arrears due on calls from every director and managers.

12. CONTD…
 Commission and brokerage
 Particulars if it is in connection with the sales of shares and debentures to any director or
manager.

13. CERTIFICATION OF THE REPORT
 Certified by
 At least 2 Directors.
 One director should be M.D.
 Then by auditors.
 Report should be sent to
 Registrar
 Members

14. PENALTIES
 Any default made in filing statutory report or holding the statutory meeting then every responsible
person is liable to pay Rs 5000/-
 If company fails to conduct statutory meeting then the Tribunal can order for compulsory winding
up of the company.

15. SUBMITTED BY
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