Companies Act Section 97 — Power of Tribunal to call annual general meeting
CHAPTER VII MANAGEMENT AND ADMINISTRATION
Commercial / Corporate
Summary
Sub-section (1) states that if a company fails to hold its annual general meeting as required under section 96, the Tribunal has the power to call or direct the calling of that meeting. This power can be exercised on the application of any member of the company, and it applies even if the Act or the company's articles say something different. The Tribunal may also give any additional or related directions it considers appropriate.
The proviso to sub-section (1) clarifies that these directions may include a rule that a single member of the company, present in person or by proxy, will be treated as constituting the meeting.
Sub-section (2) states that a general meeting held as a result of the Tribunal's order under sub-section (1) will be considered an annual general meeting of the company under this Act, unless the Tribunal directs otherwise.
Official Text
(1) If any default is made in holding the annual general meeting of a company under section 96, the Tribunal may, notwithstanding anything contained in this Act or the articles of the company, on the application of any member of the company, call, or direct the calling of, an annual general meeting of the company and give such ancillary or consequential directions as the Tribunal thinks expedient:
Provided that such directions may include a direction that one member of the company present in person or by proxy shall be deemed to constitute a meeting.
(2) A general meeting held in pursuance of sub-section (1) shall, subject to any directions of the Tribunal, be deemed to be an annual general meeting of the company under this Act.