Section 116 of the Companies Act, 2013
Section 116 of the Companies Act, 2013 – Resolutions Passed at Adjourned Meeting
Bare Act Language:
“Where a resolution is passed at an adjourned meeting of—
(a) a company;
(b) the holders of any class of shares in a company; or
(c) the Board of Directors of a company,
the resolution shall, for all purposes, be treated as having been passed on the date on which it was in fact passed, and shall not be deemed to have been passed on any earlier date.”
Plain English Explanation:
Section 116 clarifies the effective date of a resolution passed in an adjourned meeting.
If a general meeting, class meeting, or Board meeting is adjourned and a resolution is passed during the adjourned session, the resolution is considered as passed on the actual date of that adjourned meeting.
It is not backdated to the date of the original meeting.
Why It Matters:
This section removes any ambiguity about the legal effect or commencement of resolutions passed at adjourned meetings. It ensures clarity of timelines, especially where legal or regulatory filings are concerned.
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