|Postal Ballot (Section 110, Rule 22 of the Companies (Management and Administration) Rules, 2014.
|Applicability of Section 110
||Postal Ballot is applicable on all the Companies having 200 or more members. Therefore, private companies and OPC lies outside the purview of section 110.
|MEANING OF POSTAL BALLOT
|Postal Ballot includes E-voting
||Postal Ballot includes:
- Voting through Postal Ballot Paper, and
- Electronic Voting
|Reply from the Shareholders within 30 days
||Voting process, either by Postal ballot paper or electronically, is open for 30 days from the date of dispatch of notice.
|BUSINESS THAT NEEDS TO BE TRANSACTED ONLY THROUGH POSTAL BALLOT
- Alteration of object clause of the MOA/ main object of MOA
- Alteration of AOA
- Change in place of Registered Office
- Change in objects for which company has raised money from public and such money is unutilized
- Issue of shares with differential rights as to voting/dividend
- Variation in rights attached to a class of shares/ debentures/ other securities.
- Buy-back of shares
- Appointment of a director elected by shareholders
- Sale of whole/ substantial part of an undertaking
- Giving loans/ guarantee/ security in excess of time limits
- Others as prescribed
|ELIGIBILITY AND DUTIES OF SCRUTINIZER
||A Scrutinizer shall not be in employment of the Company and should conduct the voting process in fair and transparent manner.
||The Board is the appointing authority who may appoint one scrutinizer.
|The scrutinizer should give a consent letter to the Company stating his willingness and eligibility.
1. Postal Ballot
2. Other papers
|1. The scrutinizer shall keep the safe custody of the Postal Ballots.
|2. The Scrutinizer should keep the safe custody of all the registers and papers and return the same to the Company only when the Chairman approves and sign the minutes.
||The scrutinizer shall submit his report within 7 days of last date of receipt of postal ballot.
||Maintain register manually or electronically regarding the assent or dissent of the members and their:
- Folio no./ client ID
- No. of shares held and their nominal value,
- Differential voting rights, if any
- Details of postal ballot
|VALIDITY OF VOTESAFTER 30 DAYS
||Assent or dissent received from the members after 30 days from issue of notice shall not be considered.