Book Review: Virtual Meetings under Companies Act

virtual meetings - Taxscan

The concept of a virtual meeting of shareholders was unthought-of in the world before the pandemic struck. As our way of living changed, so did our businesses and corporate functions. Providing legality to virtual meetings of shareholders was one such step by the Ministry of Corporate Affairs (MCA).  Such virtual meetings facilitate compliance as well as enable the management of the company to obtain necessary approval from the shareholders so that the company may achieve its goals.

As fascinating this concept is, it is totally new for India Inc. Although the circulars issued by MCA provide detailed procedures of conducting an Annual General Meeting (AGM) or an extraordinary general meeting (EGM) through video conferencing / other audiovisual means (VC/OAVM) there are many questions still unanswered. It is not simply that the shareholders can attend meetings sitting at home, but the other aspects of sending a notice, voting by the shareholders, inspection of documents, etc., everything has to be shifted to the virtual mode.

The purview of the sections pertaining to board and general meetings are found in two separate chapters of the Companies Act, 2013 namely, Chapter VII and Chapter XII along with rules, their amendments and various circulars. Hence, any person intending to study these provisions is required to go through a plethora of study material. This difficulty is largely eased by the book Virtual Meetings under the Companies Act.

The book “Virtual Meetings under the Companies Act” by Gaurav Pingle, comprehensively covers the law and procedure under the Companies Act, 2013 and allied rules, SEBI circulars and the recent MCA circulars on virtual meetings.

The book is not simply based on the theoretical aspect of the law, but also provides comprehensive checklists for activities to be done before, during and after the meeting. The language used is easy to understand and the concepts have been explained lucidly.

Another interesting aspect of the book is – thereare chapters of Frequently Asked Questions (FAQs) on board meetings and general meetings through VC/OAVM. Since there are many aspects on which there is no clarity of action, the FAQs address some of such questions and scenarios where the author gives his views based on available jurisprudence.

Broadly, the book is divided into the four parts as follows:

  • Existing law on board meetings, AGM and EGM
  • Board Meetings through VC/OAVM with checklists
  • AGM and EGM through VC/OAVM with checklists
  • Frequently Asked Questions

The MCA circulars provide for certain additional points to be included in the Public Notice by advertisement in newspapers regarding the AGM. A draft of the Public Notice covering all statutory aspects is also included in the book for ease of reference.

For practicing professionals who may be appointed as Scrutinizers, the book also provides a draft of the Scrutinizer’s report highlighting changes in view of the virtual concept of AGMs and EGMs being held.

At the end of the book there are various annexures containing all the MCA circulars, requisite amendment rules, guidance notes and Secretarial Standards issued by the Institute of Company Secretaries of India.

Since the coverage and layout of the book weaves through elaborate sections and practical aspects seamlessly, it is widely recommended for all audiences ranging from students to corporate and practicing professionals. It a book one would return to time and again for everything connected with company meetings.

Buy the Book from Amazon here.

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