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CA Intermediate · Corporate and Other Laws · Management & Administration

Dev Pharma Ltd, an unlisted public company, has its general meeting where an ordinary resolution is put to a show of hands. Members voting in favour by show of hands are 40 and against are 35, but the holdings of those against are much larger. Which statement is correct under the Companies Act, 2013?

A poll can be demanded before or on the declaration of the show of hands result, and the poll result overrides the show of hands. Voting by shares held then decides the resolution, so the larger holdings of those against will count.

  1. AA poll can be demanded, and the result of the poll will override the show of handsCorrect
  2. BThe show of hands result is final and cannot be questioned
  3. COnly the Chairman may order a poll after the declaration of the result
  4. DA poll can be demanded only before the meeting begins

Explanation

A poll may be demanded before or on the declaration of the result of a show of hands, by members with the prescribed holding or voting power. Once a poll is taken, its result prevails over the show of hands. Option B is wrong because the show of hands is not final when a poll is validly demanded.

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