Wednesday, August 11, 2010

What would be construed to be contrary to mandatory provisions of Company Law?

A Clause in the Articles of Association of a public company allows even proxies to speak at general meetings.

Is this clause invalid because Section 176 of the Companies Act, 1956 provides that the proxies are not allowed to speak at the meeting?

Section 170 states that notwithstanding anything to the contrary contained in the Articles of Association of a company, the provisions of Sections 171 to 186, shall apply to a public company.

If a clause in the Articles of Association of a public company allows proxies to speak, should that particular clause be construed to be contrary to Section 176 and as such ‘invalid’ due to Section 170 of the Act?


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