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08-28-2012, 01:55 AM
Q. What is statutory meeting state provision of companies ordinance concerning such meeting. also discuss the content of statutory report. (1996) (2000)
Q. What is "statutory meeting" of state provisions of the companies ordinance concerning such meeting. also discuss the provision of the "statutory report". (2006/A)
1. Introduction:
A meeting may defined as the gathering of two or more persons by previous notice or by mutual agreement for the discussion and transaction of some business. there are three kinds of meeting held by companies.
2. Statutory meeting:
The statutory meeting usually first meeting of the company. it can be convened by the directors of the company.
3. By whom the statutory meeting is held:
The statutory meeting is held by the following.
(a) A company limited by shares.
(b) Every company limited by guarantee.
(c) Every private company converted into a public company.
4. When this meeting is held:
Statutory meeting can not be held before three months and can not be delayed for more than six months from the date at which it is entitled to commence business.
5. Notice:
It is provided in Sec 157 (2) of the companies ordinance that the directors shall send a notice of statutory meeting at least 21 days shareholders of the company.
6. Contents of notice:
Notice of the meeting must contain the following particulars.
(i) Declaration of holding of statutory meeting.
(ii) Date of meeting.
(iii) Time of meeting.
(iv) Place of meeting.
7. Objects of statutory meeting:
Following are the main objects of statutory meeting.
(i) Details of formation of the company.
(ii) To what extent the financial appeal to the public has been successful.
(iii) What property by the company has been acquired.
(iv) What happened to the actual amount received by the payment of shares.
(v) Discuss the progress of the company.
(vi) To get the permission of shareholders for the modification of contract disclosed in the prospectus.
8. Business of the meeting:
Business of the meeting is to:
(i) Discuss and consider the statutory report.
(ii) Win the confidence of the shareholders.
(iii) Provide fresh and latest information to the share holders.
According to Prof. Palmer:
The object of statutory meeting is put the shareholder of a company as early a date as possible in the possession of all important facts relating to affairs of a company.
9. Privileges of the members:
The members of the company present at the meeting shall be at liberty to discuss any matter relating to the formation of the company or arising out of the statutory report.
10. Default in holding statutory meeting:
According to Sec 305 (1) (b) of the companies ordinance. a company may be wound up if default is made in delivering the statutory report to the registrar or in holding the statutory meeting.
11. Statutory report:
According to Sec. 153 (3) statutory report is the report which is sent by the board of directors to all the member of the company.
A Conditions:
(i) This report is to be circulated at least 21 days before the date of statutory meeting.
(ii) The statutory report shall be certified by not less than three directors of the company.
(iii) One of the directors who certify must be the chief executive of the company.
B. Contents of statutory report:
(i) Number of shares:
Total number of shares allotted and consideration for which allotment of share was made.
(ii) Amount of cash:
Total amount of cash received in respect of the shares allotted.
(iii) An abstract of receipts:
An abstract of receipts and of the payment made there out put to a date within seven date the date of report.
(iv) Particulars of directors:
The name, addresses, occupations of the directors and other officers of the company.
(v) Particulars of any contract:
Particulars of any contract needing approval for modification.
(vi) Information about extent of under writing contracts:
The extent to which underwriting contracts, if any have been carried out.
(vii) Particulars of any commission:
Statutory report shall contain the particulars of any commission of brokerage paid or to be paid on shares to any directors, chief executive, secretary or officer of the company.
(viii) State of company's affair:
The areas if any due on calls from directors, or managing agents.
12. Conclusion:
To conclude I can say that, when the members of the company gather at certain time and place to discuss the business and managing affairs it is called meeting of the company. the first meeting of the shareholders of a public company is known as statutory meeting. the statutory report is a document prepared by the directors which is to be sent to every shareholder, at least twenty one days before the day on which the meeting has been scheduled for. a copy of statutory report should be dent the registrar of the companies.