Companies Act Section 109 — Demand for poll
CHAPTER VII MANAGEMENT AND ADMINISTRATION
Commercial / Corporate
Summary
Sub-section (1) explains when a poll can or must be ordered. The Chairman of a meeting may order a poll on his own initiative, either before or when the result of a vote by show of hands is declared. He must order a poll if a demand is made for one. In a company with share capital, the demand can be made by members present in person or by proxy (where proxies are allowed) who hold at least one-tenth of the total voting power, or who hold shares on which at least five lakh rupees (or a higher amount as prescribed) has been paid up. In any other company, the demand can be made by any member or members present in person or by proxy (where allowed) who hold at least one-tenth of the total voting power.
Sub-section (2) states that the demand for a poll can be withdrawn at any time by the persons who made that demand.
Sub-section (3) states that if a poll is demanded on the question of adjourning the meeting or on the appointment of the Chairman, that poll must be taken immediately.
Sub-section (4) states that for a poll demanded on any other question, the Chairman of the meeting decides when it will be taken, but it must be held no later than forty-eight hours from the time the demand was made.
Sub-section (5) states that when a poll is to be taken, the Chairman of the meeting must appoint as many persons as he considers necessary to scrutinise the poll process and the votes cast, and to report to him in the manner prescribed.
Sub-section (6) states that, subject to the provisions of this section, the Chairman of the meeting has the power to regulate how the poll is conducted.
Sub-section (7) states that the result of the poll is treated as the decision of the meeting on the resolution for which the poll was taken.
Official Text
(1) Before or on the declaration of the result of the voting on any resolution on show of hands, a poll may be ordered to be taken by the Chairman of the meeting on his own motion, and shall be ordered to be taken by him on a demand made in that behalf,—
(a) in the case a company having a share capital, by the members present in person or by proxy, where allowed, and having not less than one-tenth of the total voting power or holding shares on which an aggregate sum of not less than five lakh rupees or such higher amount as may be prescribed has been paid-up; and
(b) in the case of any other company, by any member or members present in person or by proxy, where allowed, and having not less than one-tenth of the total voting power.
(2) The demand for a poll may be withdrawn at any time by the persons who made the demand.
(3) A poll demanded for adjournment of the meeting or appointment of Chairman of the meeting shall be taken forthwith.
(4) A poll demanded on any question other than adjournment of the meeting or appointment of Chairman shall be taken at such time, not being later than forty-eight hours from the time when the demand was made, as the Chairman of the meeting may direct.
(5) Where a poll is to be taken, the Chairman of the meeting shall appoint such number of persons, as he deems necessary, to scrutinise the poll process and votes given on the poll and to report thereon to him in the manner as may be prescribed.
(6) Subject to the provisions of this section, the Chairman of the meeting shall have power to regulate the manner in which the poll shall be taken.
(7) The result of the poll shall be deemed to be the decision of the meeting on the resolution on which the poll was taken.