Concept Of State And Nation - Class 11 Commerce Legal Studies - Extra Questions

Write Notes on Creditors Meeting.

Meeting of creditors is a term used to donate a meeting setup by the company to formulate a scheme for the arrangement with its creditors.

The Company's Act 2013 not only gives powers to the company to negotiate with the creditors but also lays the down the process of doing so. 
Creditor's  meeting are also organised in the case of creditors' voluntary winding up.

 In case of winding up of company , the company must call for a meeting of creditors on the day or the next day following the day , on which there is to be conducted the general meeting of the company at which the resolution for voluntary winding up is to be proposed. At the meeting of the creditors.

The board of directors of the company must present a statement of the position of the company affairs jointly with the list of creditors of the company and project amount of their claims   


Distinguish:
Statutory Meeting and Extra Ordinary General Meeting.

 statutory meeting 

1. The statutory shareholders' meeting is the shareholder meeting where decisions related to ordinary and regular activities of a company is taken. For example- approval of financial statements , appointment of director, the statutory auditors etc. 

2. held once in the lifetime of the company .

3. private and government companies are not bond to conduct of meeting , public are bonded to conduct meeting. 

extra ordinary meeting 

The extraordinary shareholders' meeting is shareholder meeting where decisions related to extraordinary and irregular activities of a company is taken. For example-  changes to the memorandum of association, the issuance of bonds, and the appointment and powers of liquidators etc.

2. held in the case of emergency decision to be taken and period for the annual general meeting is too long.

3. every company in case of emergency has to hold this meeting to take  shareholders approval 



Write a notes on Extra Ordinary General Meeting.

Every general meeting i.e meeting of members of the company and the annual general meeting or any adjournment thereof , is an extraordinary general meeting.
Such a meeting is held by the board of directors for some urgent business which cannot wait to be decided till the next annual general meeting . 
Every business transacted at such a meeting is a special business .
 An explanatory statement of the special business must also be held accompany a notice the notice calling the meeting. 
The notice should give  the nature and the extend of the shareholders interest in the company of every such person. 
In case approval of any document has to be done by the members at the meeting.


Distinguish:
General Meeting (Shareholders' Meeting) and Directors Meeting (Board Meeting).

The general meeting or shareholders' meeting is the meeting of the owners of the company. 
In this meeting, they select the directors of the company.
The directors meeting or the board meeting is the meeting of the ones who are elected to run the company. 
In this meeting, the directors decide about the objectives and plans of the company.




Write Notes on:
Statutory Meeting.

Statutory meeting is the meeting of shareholders of a company. According to Sec 165 of the companies act, every public limited by sharesor limited by guarantee, having share capital must hold this meeting. This meeting is held once in the lifetime of a company. A private company need not hold this meeting.

Objectives of meeting :

  1. To comply with the provision of section 165 of the companies act 1956
  2. To approve the statutory report
  3. To inform the shareholders about the formation of company and made by the company.
  4. To inform the shareholders about preliminary expenses made by promoters before incorporation of company
  5. To inform the shareholders of any contract entered into by the company.
  6. Appoint office bearers.




What are the types of Meetings of Shareholders? Explain in detail.

There are three types of shareholders' meetings:
1. The ordinary shareholders' meeting- In this shareholder meeting, decisions related to ordinary and regular activities of a company is taken. For example- approval of financial statements , appointment of director, the statutory auditors etc. 
2. The extraordinary shareholders' meeting- In this shareholder meeting, decisions related to extraordinary and irregular activities of a company is taken. For example-  changes to the memorandum of association, the issuance of bonds, and the appointment and powers of liquidators etc. 
3. The special shareholders' meeting- In this shareholders' meeting, special resolutions are passed regarding the shares and policies of the company. 

4. statutory meeting: it is the meeting which is held in once in a lifetime of the company and also the first meeting of the company 


Write note on Class Meetings.

Class meetings are meetings which are held by the holders of a particular class of shareholders  e.g preference shareholders. Such meetings are normally called when it is proposed to vary the rights of that particular class of shares. At such meetings these members discuss the pros and cons of the proposal and vote accordingly.  Class meetings are held to pass resolutions which will bind only the members of the class concerned and only members of that class can attend and vote.


Write short answers for the following:
State and explain in brief the different types of meetings of shareholders.

There are three types of shareholders' meetings:

1. The ordinary shareholders' meeting- In this shareholder meeting, decisions related to ordinary and regular activities of a company is taken. For example- approval of financial statements , appointment of director, the statutory auditors etc. 

2. The extraordinary shareholders' meeting- In this shareholder meeting, decisions related to extraordinary and irregular activities of a company is taken. For example-  changes to the memorandum of association, the issuance of bonds, and the appointment and powers of liquidators etc. 

3. The special shareholders' meeting- In this shareholders' meeting, special resolutions are passed regarding the shares and policies of the company.


Essay Type Question:
Describe the secretarial duties in connection with Statutory Meeting.

Well in advance of the holding of statutory meeting, the Secretary has to draft the Statutory Report and notice of the meeting in consultation with the directors. Then a Board meeting has to be convened to get the draft report and notice approved. The notice and the Report have to be certified as correct by two directors, including the Managing Director, and the auditors. Thereafter, the Secretary is to get the notice and report printed and sent to the members at least 21 days before the date of the meeting. He has also to file a certified copy of the Statutory Report with the Registrar of Companies. Before the date of the meeting, detailed agenda (Agenda Paper) is to be prepared in consultation with the Chairman. A list of members has also to be prepared which is to be produced at the meeting. Another duty of the secretary before the meeting is to make sure that proper seating arrangements have been made at the venue of the meeting. At the meeting, the Secretary has to ascertain the' quorum, read the notice of the meeting and the statutory report, if the chairman so desires. He is to produce the list of members at the commencement of the meeting and keep the list accessible to members for their inspection. At any time during the meeting, if directed by the chairman, the Secretary is to give necessary information and explanations to the members. He is also to take notes of the proceedings to facilitate preparation of the minutes. After the meeting is over, minutes of the meeting has to be prepared by the Secretary from the notes taken during the meeting. He has to get the minutes approved and signed by the Chairman at the next Board meeting. Besides, he is to act on the decisions taken at the meeting


Write Notes on:
Committee Meetings.

Committee meetings are the meetings that are held every month throughout the year which is called by the secretary of the committee by circulating an agenda ahead of the meeting. The Chairman “chairs” the meeting and the Secretary takes notes which are also called minutes of the discussions in the meeting. 


Essay Type Question:
State and explain the duties of secretary relating to Extra Ordinary General Meeting.

Extraordinary General Meetings are required to be held for various purposes. Such a meeting may be convened by the Board of Directors, or by the Board on the requisition of members, or by the requisitionists themselves, or by the Company Law Board. 

Thus, the duties of the Secretary before extraordinary general meetings will be somewhat different in each case. If the meeting is to be convened on the Board's initiative, the Secretary has to arrange a Board meeting to be held to fix the date, time, place and the special business to be transacted at the extraordinary meeting. 

If members requisition for a meeting the Secretary is to examine the requisition letter to see whether it is in order. If it is, a Board meeting has to be convened in consultation with the chairman to fix the date and time of the extraordinary meeting. The requisitions may convene the meeting if the Board fails to call the meeting within 21 days and the meeting is not held within 43 days of the requisition. The Company law Board may pass an order and direct, either on is own initiative or on an application made by my director or member, that an extraordinary meeting be held.

Except when the requisitionists themselves convene the meeting, preparation for the meeting has to be made by the Secretary with the approval of the Board of Directors. When the date, time and place of the extraordinary meeting are fixed, the secretary should also get the draft resolution and explanatory statement approved by the Board. 

He has then to arrange printing of the notice, explanatory statement and other documents, and issue the notice alongwith the explanatory statement, proxy form, admission card etc. to the members. Intimation to the meeting should be sent to the stock exchange and the notice may be sent to newspapers for publication. When the proxies received Secretary is to scrutinise the same and register them. 

Before the meeting it is of course, necessary for him to see that arrangements have been made for the seating of members, recording their attendance and reporting the proceedings of the meeting to the Press. 

The duties of the Secretary during the extraordinary general meeting are similar to those relating to the annual general meeting. He has to arrange checking of admission cards at the entrance and attendance of members to be recorded. At the commencement of the meeting, he has to ascertain the quorum, and read the notice of the meeting if so required by the Chairman. 

He is to assist the Chairman in conducting the meeting and supply necessary information and documents required. At the same time he is to take notes of the proceedings.


Class 11 Commerce Legal Studies Extra Questions