Companies Act Section 378S — Matters to be transacted at general meeting

CHAPTER XXI

Commercial / Corporate

Summary

The Board of Directors of a Producer Company can use the powers listed here only by passing resolutions at the annual general meeting of its Members. This means these decisions cannot be made by the Board alone or through other means.

Under clause (a), the Board must get approval for the budget and for adopting the annual accounts of the Producer Company.

Under clause (b), the Board must get approval for any patronage bonus, which is a payment to members based on their transactions with the company.

Under clause (c), the Board must get approval for issuing bonus shares to members.

Under clause (d), the Board must get approval for declaring a limited return and for deciding how patronage is distributed among members.

Under clause (e), the Board must specify the conditions and limits for any loans it may give to a director, and this specification needs approval.

Under clause (f), the Board must get approval for any transaction that the articles of the company say must be reserved for approval by the Members.

Official Text

The Board of Directors of a Producer Company shall exercise the following powers on behalf of that Company, and it shall do so only by means of resolutions passed at the annual general meeting of its Members, namely:—

(a) approval of budget and adoption of annual accounts of the Producer Company;

(b) approval of patronage bonus;

(c) issue of bonus shares;

(d) declaration of limited return and decision on the distribution of patronage;

(e) specify the conditions and limits of loans that may be given by the Board to any director; and

(f) approval of any transaction of the nature as is to be reserved in the articles for approval by the Members.