CA Adarsh Agrawal (CMD of SHAYVIDZ Group) 16 April 2010

Can an AGM be held on subsequently decleared holiday?

Tamil New Year become public holiday because of Ambedkar Ji Birthday ! Can an AGM be held on subsequently decleared holiday?

Subject: Declaration of Holiday on 14th April, 2010 & Birthday of Dr. B.R. Ambedkar.
It has been decided to declare Wednesday, the 14th April 2010, as a Closed Holiday on account of the birthday of Dr. B.R. Ambedkar, for all Central Government Offices including industrial establishments throughout India.

The above holiday is also being notified in exercise of the powers conferred by Section 25 of the Negotiable Instruments Act, 1881 (26 of 1881).

Source: Notification NO. 12/3/2010-JCA-2 dated 29th March 2010

Interesting Issue: Could you find out what will happen if an Annual General Meeting (AGM) is scheduled on 14th April 2010 by sending 21 clear days advance notice? The issue is, at the time of issue of notice (which will be definitely before 29th March), the Company is unaware that AGM date may be a Public Holiday!!!

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CA Adarsh Agrawal (CMD of SHAYVIDZ Group) 16 April 2010

subsequent notification cannot invalidate the meeting.

Manish Singh (Advocate) 16 April 2010

yes, the said meeting shall be held as earlier scheduled on that day since the definitions of public holiday given under section 2(38) of the companies act says that if a notification of public holiday is notified after the notice of the meeting has already been given, such day shall not be deemed to be a public holiday for such meeting.

Ankur Garg (Company secretary) 19 April 2010

This is indeed a simple one. Let me put my view with the help of an example.

Date of AGM == April 14, 2010

Date of dispatch of notice == March 15, 2010

Date of Holiday declaration/Notification by Govt. == March 29, 2010

In the above mentioned case holding of AGM on April 14, 2010 is perfectly fine and not in violation of section 166(2). Main reason behind this interpretation is that the date of declaration of holiday is subsequent to the dispatch of AGM notice. Hence in this situation it can not be concluded that company is at default u/s 166(2).

Best Regards

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