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CS Professional · Compliance Management, Audit and Due Diligence · Documentation and Maintenance of Records

Zenith Polymers Ltd keeps its register of members at its registered office in Pune. More than one-tenth of its members reside in Indore, and the board wants the register kept at an office there. Under the Companies Act, 2013, what must the company do to keep the registers at Indore?

The company must pass a special resolution at a general meeting. Section 94(1) permits the registers to be kept at another place in India where over one-tenth of the members reside, and no advance copy to the Registrar is now needed. A board resolution or ordinary resolution is insufficient.

  1. APass a special resolution at a general meeting approving the other place in IndiaCorrect
  2. BPass a board resolution by circulation and inform the Registrar within 30 days
  3. CObtain prior written approval of the Central Government
  4. DPass an ordinary resolution at a general meeting and file a copy with the Registrar in advance

Explanation

Section 94(1) allows registers to be kept at another place in India where more than one-tenth of the members reside, if a special resolution is passed at a general meeting. The requirement to give the Registrar a copy of the proposed resolution in advance was omitted in 2018, so the option requiring it is wrong. An ordinary resolution is not enough.

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