Chapter 10 -Correspondence with Directors, fyjc, 11th std, maharashtra board, sp, secretarial practice, balbharathi solution,
Select the correct answer from the option given below and rewrite the statement:
1.Representatives of shareholders are __________.
2.The notice of the meeting of the Board of Directors must be accompanied by __________.
3.___________ looks after the management of a company.
4.The Directors take decisions at ______ meeting.
5.According to Section 167(1) ((b) of the Companies Act, 2013 if a director absents himself from all the meetings of the Board. for a period of ______ months or more. with or without the leave of the Board, he shall be deemed to have vacated his office.
6.Every company except CFO and the small company shall hold minimum ______ Board Meetings in each year.
7.The gap between two consecutive Board Meetings should not be more than ______ days.
Match the pairs:
|Group ‘A’||Group ‘B’|
|a) Directors||1) At least 2 Directors|
|b) Absenteeism of Director in Board Meetings||2) At least 3 Directors|
|c) Public Company||3) Disqualification of director|
|d) Private Company||4) Representatives of shareholders|
|e) Notice of a Routine Board Meeting||5) 21 clear days|
|6) 7 days|
|7) 70 days|
|8) Representative of public|
|9) At least 20 directors|
|10) At least 30 directors|
|Group ‘A’||Group ‘B’|
|a) Directors||Representatives of shareholders|
|b) Absenteeism of Director in Board Meetings||Disqualification of director|
|c) Public Company||At least 3 Directors|
|d) Private Company||At least 2 Directors|
|e) Notice of a Routine Board Meeting||7 days|
Write a word or a term or a phrase which can substitute the following statement.
1.An elected body of representatives of Shareholders.
Board of directors.
2.An employee of a company who provides guidance and advice to the Board of Director about business matters.
3.A meeting of all the directors of a company.
4.A written invitation was given to the Director to attend the meeting.
Notice of a board meeting.
State whether the following statement is true or false:
1.A director can be removed before the expiry of his term.
2.Directors act as trustees of the company.
3.A director can remain absent for any number of Board Meetings.
4.Directors act as agents and trustees of the company.
5.Company Secretary need not attend the board meetings.
6.Director can take decisions individually.
Complete the sentence.
1.The elected representatives of the shareholders are called as _________
The elected representatives of the shareholders are called as Director.
2.The notice period for Board Meeting shall not be less than _______
The notice period for Board Meetings shall not be less than seven days.
1.Write a letter to ROC seeking an extension of time to hold the AGM
MEENAKSHI CONSTRUCTION LTD.
Registered Office: 27, Meenakshi House,
Nariman Point, Mumbai-400 021.
Tel No. (022) 2438 2543
Fax No. (022) 2438 4404
Ref. No. MEEN / 49 / 19 Website.www.meenakshilimited.com
Date: 20th June 2019
The Registrar of Companies,
Mumbai 400 020.
Sub: Extension of time for holding 4th Annual General Meeting
In accordance with Section 96 of the Companies Act, 2013, we are required to hold the 4th Annual General Meeting for the financial year ended 3lst March, 2019 on or before 30th September. 2019.
We are sorry to state that our staff was on strike for their demand for an increase in salary with effect from 1st January, 2019. Due to the strike, records have remained incomplete.
Now, they have withdrawn the strike and have started preparing the necessary records and documents for the financial year 2018-2019.
Under the circumstances, it would not be possible to complete all the formalities and hold the 15th Annual General Meeting in time, i.e. before 30th September, 2019.
We, therefore, request you to grant us an extension of time by two months for holding the Annual General Meeting, i.e. up to 30th November, 2019. We undertake to pay the penalty for the delay. We will be highly obliged if you kindly grant us the extension.
Awaiting your favourable response,
On behalf of the board
Encl: Copy of the annual report of 2017-18
|Group A||Group B|
|Notice of board meeting||_______________|
|Group A||Group B|
|_____________||Meeting of all directors|
|Group A||Group B|
|Duty of directors||______________|
1.When does a Director vacate his office due to absenteeism at Board Meeting?
If a Director remains absent from all the meetings of the Board held during a period of 12 months, with or without the leave of absence from the Board, has to vacate his office.
2.Can a Director who was absent at Board Meeting get a copy of minutes of that Board Meeting?
A Director who was absent at the Board meeting, on his request can get a copy of minutes of that Board meeting from the secretary.
Correct the underline word and rewrite the following statement:
1.Secretary is a elected representative of the shareholders.
One line Answer
Director is a elected representative of the shareholder.
2.Secretary is responsible for decision making and framing policies of a company.
Board of directors is responsible for decision making and framing policies of a company
Explain the following term/concept:
(1) The elected representatives of the shareholders are called Directors of the company. The shareholders vest in them all the powers of managing the affairs of the company. In the company management, the role of Directors is threefold. Via (a) as the agents of the company (b) as the trustees of the company and (c) as the managing partners.
(2) The directors occupy a key (important) position in the management of the company. They are responsible for decision making. Framing policies and plans. They exercise their powers and authorities collectively as a Board. They sometimes do not remain in the company’ office. So they ask for the information from the secretary, which helps them to make proper decisions.
2.Board of Directors.
(1) The collective term applied to the full complement of the directors of a company. It is the Board of directors rather than individual members of it Which is responsible for directing the activities of the company, framing plans and policies decision making, and carrying out other important functions of the management of the company. The directors exercise their powers collectively as a Board. They cannot exercise their powers in an individual capacity.
(2) The directors are superiors and occupy an important (key) positions in the management of the company. They are authorised by the shareholders to utilise the capital to acquire assets to appoint the personnel to conduct the affairs of the company for the benefit of the shareholders. The Board of Directors is the policy-framing and decision making organ of the company. The Board of directors elects their representative from amongst them as Managing Director. The managing director is required to execute the policy framed by the Board.
(1) The term ‘concise’ means brief and to the point. A good business letter must be brief and to the point. It is very essential that the letter should not be lengthy. Businessmen have too many letters to read. They want to know the contents of the letter at a glance.
(2) The letter should not contain unnecessary details, long descriptions, irrelevant details, lengthy sentences, redundant words, etc. Repetition should be avoided and the words having double meanings should not be used. The letter was written should provide maximum information in minimum words. However, conciseness should not reduce clarity.
(1) Politeness means courtesy, kindness, presentation of good (excellent) manners. The language of a business letter must be polite, convincing and unoffending. A politeness 1n the letter helps to build a cordial relationship between letter writer and reader. The use of words like “please”, “very kind of you”, “much obliged”, “thankful to you”, etc. creates a good impression on the reader.
(2) Polite words and respect for the feelings of others are the prerequisites of courtesy. However, courtesy (politeness) does not mean flattery or humility. The letter may be firm but the tone must be courteous. A courteous (polite) letter builds up the goodwill and image of the organisation.
(1) Initiative means the ability or the power or opportunity to act or take charge before others do. The initiative can also mean a personal quality that shows a willingness to get things done and take responsibility. It is the start of something with the hope that it will continue.
(2) A company secretary is required to take initiative (a lead) in making arrangements for the board meetings. The company secretary informs the directors to convene Board meetings, shareholders meeting on schedule time. He takes initiative to convene different meetings of the company. Secretary also takes initiative to help directors in the smooth conduct of the meetings.
6.Notice and Agenda of the Board meeting
(1) Notice of a board meeting is a formal and advance. Invitation in writing given to all the directors entitled to attend The Board meeting. The notice of the Board meeting contains information such as venue, day, date, time of the meeting. It is sent to every director at least 7 days prior to the date of the Board meeting either by hand delivery or by the post. It may be sent by electronic means.
(2) Agenda of a Board meeting is a list of items of business serially arranged on which discussion is invited in a Board meeting so as to arrive at certain decisions. The agenda is sent with or maybe a part of the notice of the meeting. It is drafted by a secretary in consultation with the chairman. The chairman takes up for discussion the items usually in the same order as on agenda. He can change ‘the order with the consent of the house.
1.What are the points to be considered by a secretary while corresponding with the directors?
The points to be considered by a secretary while corresponding with the directors.
(1) Prompt reply: The secretary should give a prompt reply to the questions or queries raised by the directors. A prompt reply is very important and necessary in every correspondence. A prompt and complete reply to the director’s letters or queries shows gentle and polite behavior on the part of the secretary.
(2) Politeness: A courteous (polite) letters show empathy, respect, and mutual understanding. The language of the letter drafted to the directors must be polite and courteous. The approach of the letters should be friendly, skillful, submissive, and natural. It helps to get a prompt and favourable reply and also helps to build up the goodwill for the organisation.
(3) Initiative: An initiative means the start of something with the hope that it will continue. It is an ability to assess and initiate things independently. In a company, the secretary is required to take initiative in making arrangements for the board meetings and shareholders’ meetings. The secretary informs the directors to convene general meetings of the company on schedule time.
(4) Accuracy: The secretary must furnish accurate, complete, up-to-date, true, and error-free information about every aspect of the business to the directors. The correct numerical, factual presentation about the business activities helps the directors to take accurate, appropriate, and wise decisions.
(5) Brevity: The letter written by the Secretary to the directors should be precise, brief, and to the point. Unnecessary information, irrelevant message or explanation, lengthy paragraphs, etc. should not be included in the letters. The secretary should provide maximum information in minimum words. He should provide all the information in a concise or compact manner.