WABCO-TVS (INDIA) LIMITED INFORMATION MEMORANDUM ...

WABCO-TVS (INDIA) LIMITED INFORMATION MEMORANDUM
Extraordinary
General Meeting.
Requisition of
members to state
object of meeting.
On receipt of
requisition,
Directors to call
meeting and in
default
requisitionists
may do so
Meeting called by
requisitionists
Twenty-one days’
notice of
meetings to be
given.
75.
76.
77.
78.
79.
any one Annual General Meeting fix the time for its
subsequent Annual General Meetings. Every Member of the
Company shall be entitled to attend either in person or by
proxy and the Auditor of the Company shall have the right to
attend and to be heard at any General Meeting which he
attends on any part of the business which concerns him as
Auditor. At every Annual General Meeting of the Company
there shall be laid on the table the Directors’ report and
audited statement of accounts, Auditors report (if not already
incorporated in the audited statement of accounts), the Proxy
register with proxies and the Register of Directors’
Shareholdings which latter Register shall remain open and
accessible during the continuance of the Meeting. The Board
shall cause to be prepared the Annual List of Members,
summary of the Capital, balance sheet and profit and loss
account and forward the same to the Registrar in accordance
with the applicable provisions of the Act.
The Board may, whenever it thinks fit, call an Extraordinary
General Meeting and it shall do so upon a requisition in writing
by any Member or Members holding in the aggregate not less
than one-tenth of such of the Paid-up Capital as at that date
carries the right of voting in regard to the matter in respect of
which the requisition has been made.
Any valid requisition so made by Members must state the
object or objects of the Meeting proposed to be called and
must be signed by the requisitionists and be deposited at the
Office provided that such requisition may consist of several
documents in like form, each signed by one or more
requisitionists.
Upon the receipt of any such requisition, the Board shall
forthwith call an Extraordinary General Meeting, and if they do
not proceed within twenty-one days from the date of the
requisition being deposited at the Office to cause a meeting to
be called on a day not later than forty-five days from the date
of deposit of the requisition, the requisitionists, or such of
their number as represent either a majority in value of the
Paid-up Capital held by all of them or not less than one tenth
of such of the Paid up Capital of the Company as is referred to
in the applicable provisions of the Act whichever is less, may
themselves call the Meeting, but in either case, any Meeting
so called shall be held within three months from the date of
the delivery of the requisition as aforesaid.
Any Meeting called under the foregoing Articles by the
requisitionists shall be called in the same manner, as nearly as
possible, as that in which Meetings are to be called by the
Board.
Twenty-one days’ notice at the least of every General Meeting,
Annual or Extraordinary, and by whomsoever called,
specifying the day, place and hour of meeting, and the general
nature of the business to be transacted thereat, shall be given
in the manner hereinafter provided, to such persons as are
under these Articles entitled to receive notice from the
Company, Provided that in the case of an Annual General
Page 84 of 95