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CS Executive · Company Law and Practice · Members and Shareholders

Anand Engineering Ltd has its registered office in Pune. Of the total members in its register of members, 15% reside in Nagpur. The board wants to keep the register of members at an office in Nagpur. Under section 94, what is required?

The company needs a special resolution passed at a general meeting. Registers are normally kept at the registered office, but they may be kept at another place in India where more than one-tenth of members reside, which is true for Nagpur at 15%, if a special resolution approves it.

  1. AA special resolution passed at a general meeting, since more than one-tenth of members reside thereCorrect
  2. BAn ordinary resolution of the board only
  3. CPrior written approval of the Registrar of Companies
  4. DNothing, because registers may be kept at any place in India

Explanation

Registers must be kept at the registered office. Under the first proviso to section 94(1), they may be kept at another place in India where more than one-tenth of the total members reside, if approved by a special resolution at a general meeting. Here 15% exceeds one-tenth, so the condition is met, but the special resolution is still needed.

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