matter in the AGM, for paucity of time and communicated to J about his appointment, who in turn accepted the appointment.

Published: January 10, 2008, 6:25 am

matter in the AGM, for paucity of time and communicated to J about his appointment, who in turn accepted the appointment. K. ~plaining the provisions of the Companies Act, 1956 decide: (j)1 Whether the appointment of J is in order? YiijJWhat course of action would you take as the Secretary of the company in case J does not have substantial interest? [C.A. (Final) Nov., 1997JYlns. As per Section 294, a company having a paid-up share capital of Rs. 50 lakhs or more, cannot appoint a sole-selling agent without: (i) the consent of the members by way of special resolution, and (ii) the approval of the Central Government. Further, where the appointee has a substantial interest in the company, theapproval of the Central Government shall be the prior approval [Sec. 294 AA(2)]. Thus, in view of the above provisions: (i) appointment of J is not in order; and (ii) the answer would be different in as much as the approvals required being not prior approval, the same may now be obtained (i.e.,

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