General Body Meeting

Part 7

v     Issues & Replies

      Since the General Body is the Supreme Authority, are all resolutions, passed by the General Body Meeting, binding on the Members of the Society?

A.  Though the General Body is supreme, within the frame work of the Act, Rules and Bye-laws, any resolution passed by the General Body in contravention of the Act, Rules and Bye-laws will be void.

(Sea-side Apt. C.H.S. Ltd. v. M. Swaminathan M.S.C. Appellate court 1994 C.T.J.354)

      What are the procedures for issuing notice and agenda of the General Body Meeting?’

A.  The Secretary of the society will issue notice of the general body meeting specifying the time, date, place and agenda. If the Secretary fails to issue notice, the notice can be issued by the Chairman.

      Who is entitled to attend the General Body Meeting?

A.  A member whose name stands first in the share certificate is entitled to attend the general body meetings. In the absence of the member, the associate member is entitled to attend the general body meeting. No proxy or a holder of power of attorney or holder of letter of authority is entitled to attend a general body meeting of the society.

      Can a bonafide lady member issue a power of attorney to another male member for discharging the obligation on her behalf such as voting at the general body meeting or contesting election to the managing committee?

A.  A holder of a power of attorney is a good as a proxy. A proxy is not allowed to participate in the affairs of the society i.e. voting at general body meeting and contesting election to the managing committee of the society as he is prohibited from voting in view of the provisions of section 27(2) of the MCS Act.

      Does a defaulting member have a right to vote?

A.  The voting right of a member is not affected even when he is in default.

      Can the representative of a company occupying a flat in a society attend its Annual General Meeting (A.G.M.)?

A.  The representative of a company occupying the flat allotted to the company cannot attend the A.G.M., unless he is authorised by the Company to represent it at the Annual General Meeting and also to participate in the management of the society. Mere occupation of the flat does not confer of any right of representation on behalf of the company at the A.G.M.

      What is to be done if any items on the agenda remain incomplete?

A.  If all the business on the agenda of the notice cannot be transacted on the date of a general meeting, the members present can decide to postpone the meeting and call it on any other suitable date and time but within 30 days of the meeting.

      If voting is required at the General Body Meeting, how is it conducted?

A.  Voting rights of a member and an associate member of the society shall be regulated in accordance with the provisions of section 27(1), (2), (3), & (3A) of MCS Act. At a general body meeting of the society every member of the society and in his absence his associate member shall have one vote only. In case members possess more than one flat/units he too is entitled to a single vote only. If there is equality of votes the Chairman of the meeting shall have a casting vote.

      “To consider any other business laid before it with the permission of the chair.” This appears on the notice and as an item on the agenda. It has been noticed that any member may raise objection to putting any other item on the agenda with the permission of the chair. How can the society overcome such a difficulty?

A.  The Bye-law No. 89 of the society makes very clears the functions of the annual general Body Meeting. Item No.10 of the Bye-law No.89 reads as under:

To consider any other matter to be brought before the meeting with the permission of the Chair, excepting those, which require proper notice.

In order to avoid the contingency narrated above, a circular should be issued well in advance of the issue of the notice of the agenda of the annual general body meeting, requesting members to suggest the item to be discussed at the ensuing annual general meeting before the date fixed by the managing committee so that all such items could be considered by the managing committee and included in the agenda. This will help to minimize complaints.

      The Annual general Meeting was called within prescribed time, but was adjourned. Will failure to call the adjourned meeting within the stipulated period attract Registrar’s powers to call the said meeting?

A.  Where the Annual General Meeting is actually called within the period prescribed under Section 75(1) of MCS Act, but is adjourned for want of quorum, failure to convene the adjourned general meeting, does not come within the mischief of section 75(5) of the MCS Act, hence it does not attract Registrars power to call the meeting.

(Lourdes Chandrhas Shetty (Mrs.) and Anr. V. Vishal Kokan Co-op. Hsg. Society Ltd. & Ors. 2005(3) Mh.L.J. 320, 2005 Bom.C.R.41)

      Hon. Secretary is vested with the power of recording the proceedings in the minute book of the society. Can the Chairman effect any change in that minute book under his authority? Is he the whole and sole authority?

A.  The Managing Committee alone is competent to effect any changes in the minutes recorded by the Secretary when the same are placed for confirmation before the committee at its next meeting. The minutes are to be approved and confirmed by the committee and not by the Chairman alone.

      MCS Act states that the final authority of every society shall vest in the General Body of members in General Meeting. Can a general body pass a resolution, which may cause hardship to a member?

A.  No doubt the general body in a co-operative society is its supreme or sovereign body entitled to regulate its own procedure, but even so the doctrine of internal management cannot prevail. Where any resolution passed may be harsh, unjust, inequitable, it is only by standards of justice and equity that the resolution or the action of the managing committee or general body must be judged. If a resolution causes undue hardship and is divorced to all cannons of justice, such a resolution will not be enforced. It is only where the resolutions is passed upon equitable principal of internal management will prevail.