Section 113: Representation of corporations at meeting of companies and of creditors
This section allows a body corporate to appoint a representative to attend and vote at company meetings or creditor meetings on its behalf.
The section, clause by clause
What the section says
In plain terms
(1)A body corporate, whether a company within the meaning of this Act or not, may, — (a) if it is a member of a company within the meaning of this Act, by resolution of its Board of Directors or other governing body, authorise such person as it thinks fit to act as its representative at any meeting of the company, or at any meeting of any class of members of the company;
A body corporate can authorise a person to act as its representative at a company meeting or a meeting of creditors by a resolution of its Board of Directors or other governing body, if it is a member or creditor of the company, including a holder of debentures.
(1)(b)if it is a creditor, including a holder of debentures, of a company within the meaning of this Act, by resolution of its directors or other governing body, authorise such person as it thinks fit to act as its representative at any meeting of any creditors of the company held in pursuance of this Act or of any rules made thereunder, or in pursuance of the provisions contained in any debenture or trust deed, as the case may be.
(2)A person authorised by resolution under sub-section (1) shall be entitled to exercise the same rights and powers, including the right to vote by proxy and by postal ballot, on behalf of the body corporate which he represents as that body could exercise if it were an individual member, creditor or holder of debentures of the company.
The authorised representative has the same rights and powers as the body corporate, including voting by proxy and by postal ballot, on its behalf at the meeting.
The right-hand column is written from the section text, not quoted from it, and it has no legal force. Where the two differ, the left-hand column is the law.
Amendment notes
- 1. The Proviso ins. by Act 1 of 2018, s. 29 (w.e.f. 9-2-2018).
- 1. The words and figures “within the time specified under section 403” omitted by Act 1 of 2018, s. 30 (w.e.f. 7-5-2018).
- 2. Subs. by Act 29 of 2020, s. 22, for sub-section (2) (w.e.f. 21-12-2020).
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Reproduced from the official India Code print for reference. Check the current text on India Code before you rely on it, and read the section alongside its Rules. Nothing here is legal advice.