Apr 13, 2020

MCA allows notice of EGMs held through video conferencing (VC) or other audio-visual means (OAVM) by way of email

Share on

Due to COVID-19 pandemic, MCA vide its Circular dated 08th April, 2020, has issued procedural guidelines in respect of conduct of extra ordinary general meetings through video conferencing (VC) or other audio-visual means (OAVM) on or before 30th September, 2020.

While Circular dated 08th April, 2020 and Circular No 17/2020 dated April 13, 2020, came as a welcome relief but it failed to address an important issue i.e. with respect to issue of notice to members whose email id is not available. After receiving several representations, MCA vide Circular No 17/2020 dated April 13, 2020 has allowed sending of notices only through email to members whose email id is available along with certain other measures.

Following additional relaxations have been granted:

  For companies which are required to provide the facility of e-voting or any other company which has opted for such facility For companies which are not required to provide the facility of e-voting
Manner of sending notice of meeting to members
  • Notice to members can be sent through email, where the same is available.
  • In respect of members, whose email id is are not available, in the advertisement to be published in respect of e-voting, following additional disclosures shall be made
    1. a statement that the EGM through VC or OAVM has been convened in compliance with applicable provisions of the Act read with General Circular No. 14/2020, dated 8th April, 2020 and Circular No 17/2020 dated April 13, 2020;
    2. the date and time of the EGM through VC or OAVM;
    3. availability of notice under section 101 on the website of the company and the stock exchange;
    4. the manner in which the members who have not registered their email addresses with the company can get the same registered immediately for casting their vote through remote e-voting or through the e-voting system during the meeting;
    5. any other detail considered necessary by the company.

Further the Chairman of the meeting shall satisfy himself and cause to record the same before considering the business in the meeting that all efforts feasible under the circumstances have indeed been made by the company to enable  to participate and vote on the items being considered in the meeting.

  • Notice to members can be sent through email, where the same is available.
  • A copy of the notice shall also be prominently displayed on the website, if any, of the company.
  • The company shall contact all those members whose e-mail addresses are not registered with the company over telephone or any other mode of communication for registration of their e-mail addresses before sending the notice for meeting to all its members; or
  • where the contact details of any of members are not available with the company or could not be obtained, it shall cause a public notice by way of advertisement to be published immediately at least once in a vernacular newspaper in the principal vernacular language of the district in which the registered office of the company is situated and having a wide circulation in that district, and at least once in English language in an English newspaper having a wide circulation in that district and specifying in the advertisement the following information:-.
    1. That the company intends to convene a general meeting in compliance with applicable provisions of the Act read with the General Circular No. 14/2020, dated 8th April, 2020 and Circular No 17/2020 dated April 13, 2020, for the said purpose it proposes to send notices to all its members by e-mail after, at least, 3 days from the date of publication of the public notice;
    2. the details of the e-mail address along with a telephone number on which the members may contact for getting their e-mail addresses registered for participation and voting in the general meeting.

Further the Chairman of the meeting shall satisfy himself and cause to record the same before considering the business in the meeting that all efforts feasible under the circumstances have indeed been made by the company to enable  to participate and vote on the items being considered in the meeting.

Transaction of business by postal ballot Companies which are mandatorily required to provide e-voting facility to members , can transact a business through postal ballot upto June 30, 2020 or till further orders, whichever is earlier , in accordance with the Circular dated 8th April 2020 and 13th April , 2020. The Company shall be duty bound to provide opportunity to its members to register the email id and provide the same in public notice. Further result based on e-voting will only be declared for the said purpose. Not applicable
Poll during the meeting Not applicable Members shall provide assent or dissent to any item which is transacted by poll by way of email during the course of meeting and not in advance

Click to Download Circular

Request a Call
Scroll