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CS Executive · Company Law and Practice · Meetings of Board and its Committees

A Board meeting of Sagar Pharma Ltd, fixed for Monday at 11 a.m. at its registered office, could not be held for want of quorum. The articles do not otherwise provide, and the next Monday is not a national holiday. What is the position under section 174(4)?

The meeting automatically stands adjourned to the same day, time and place in the following week. Section 174(4) provides this unless the articles say otherwise, with a shift to the next non-holiday if that day is a national holiday. No fresh cancellation or reduced quorum applies.

  1. AThe meeting stands cancelled and a fresh notice is needed
  2. BThe meeting stands adjourned to the same day, time and place in the next weekCorrect
  3. CThe directors present form the quorum at once
  4. DThe meeting stands adjourned to the next day at the same time

Explanation

Section 174(4) provides that, unless the articles otherwise provide, a meeting lacking quorum automatically stands adjourned to the same day, time and place in the next week, or the next non-holiday if that day is a national holiday. The rule that present members form quorum belongs to adjourned general meetings under section 103(3), not Board meetings.

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