BRIEF SUMMARY

The concept of company evolved with the passage of time. There used to be various kinds of
concepts which existed before the coming up of company, which even exists today. Concepts
like association of persons, body of individuals, corporations, sole proprietorship,
partnership, etc. The concept of company falls within the concept of corporation. Companies
function as a whole. They need to be created following the law and after its creation it needs
to function following the enactments and rules prescribed for it. Thus it can be implied that
every internal and external activity of a company is done following prescribed procedures
and not as the official and unofficial director of a body deems fit. So to achieve a smooth
functioning of a company the Act and other norms provide for a framework which creates a
structure and code of conduct for the employees. Proper system is also created which divides
the management into executive management and non executive management The executive
management consists of those executive officers who formulate policies and issue directions
for the overall workability of company. Members of top management include Managing
director, wholetime director, general manager, executive directors including women director,
independent director, official executive, personnel, etc. Members of middle management
mostly include managers of various departments such as financial manager, human resource
manager, marketing manager, operational manager, etc. Members of lower management
includes the performers through whom various tasks are completed they are the ground level
employees who take orders mostly from the members of the middle management.
Thus the overall working of a company depends on every other key factor that constitutes the
company as one. Starting from the incorporation till winding up of the company everything is
done following the rules of law. There are some authorities which function as guiding and
regulating body for companies at various levels. They are Ministry of Corporate affairs,
Ministry of finance, Tribunal of company, Director of the region, etc. Every company is
bound to act following the rules and guidelines as these authorities prescribe and also as the
companies act prescribes.
Companies cannot exist without following the protocol that it is supposed to follow. Amongst
all kinds of protocol the supreme thing that needs to be adhered to is the General meeting as it
is this meeting where the most important decisions are taken which keeps the company
running as well as safe from all sorts of mistakes that would have made the company
vulnerable to dangers that would not only affect itself negatively but also degrade its
reputation in the society as well as amongst the prospective investors. Thus it becomes
necessary to understand as to why the general meeting needs to be convened meaning to say
the significance of the general meeting from the view of the company itself as well as from
the view of outsider interested parties and also from the view of an individual who is
interested in learning about it.

The objective of the study is to let readers know about a company in a manner in which they
must recognise and understand a company and not just as another entity. There are various
entities that can exist without any strict protocol but when it comes to companies if strict
rules are not formulated then the very purpose of formation of the company becomes
insignificant. The company can be compared with our solar system. The sun of our solar
system is equal to the upper management of the company. Various planets of our solar system
can be compared with vital documents like memorandum of association and articles of
association and also the existence of various concepts and principles that are followed in a
company, further the natural satellite of every such planet can be compared with various
executive and non executive officers who operate as per their designated roles. Thus the
working of a company is simple for the ones who know the same but for the ones who are yet
to know about it, a crystal clear understanding of the entire concept in a systematic and
logical manner is very essential because if that is not available to a reader then its not that he
or she will not gather any knowledge but he or she will form a vague , improper and wrong
understanding of the overall matter which is simple in nature but needs to be presented
naturally the way it is not as the writer desires.
SUMMARY OF THE CHAPTERS:
Chapter 1
Chapter one is introductory in nature which covers a brief aspect of the company, more
importantly the company law itself. Companies are governed by Company law and thus its
only a proper understanding of the company law that would equip the knowledge gatherers
with the perfect knowledge and systems as required to understand the concepts of a company.
Chapter 2
Chapter two deals with the creation of the company and its growth. In this chapter we get
acquinted with the essential features of a company especially the doctrine of corporate veil
and its lifting. Further we also get to know about the incorporation of the company in other
words its birth whereby the Certificate of Incorporation is granted to it by the Registrar of
Companies. In this chapter we also get to know about the formulation of the two vital
documents of the company – Articles of Association and the Memorandum of Association.
Chapter 3
Chapter three deals with the evolution and survival of a company. In this chapter we get
acquinted with various concepts like capital and of financing in companies, contracts and
conversion, debt capital, prospectus and private placement, allotment an issue of securities,
membership, transfer and transmission of securities.
Chapter 4
Chapter four deals with functioning of a company. In this chapter we get to know about
important principles like creation and registration of charges, institution of directors, loan and
investments by company, deposits by company, accounts and audit of companies.
Chapter 5
Chapter five deals with the concept of general meeting and its significance. The purpose of
all the previous chapters was to understand the concepts involved in the working of the
company and also other factors which keep a company running. The reason behind the
conducting of such a meeting, the necessity and the significance of it is properly laid down in
this chapter.
Chapter 6
Chapter six deals with the conclusion and suggestion. It entails the consequence of the
concept of general meeting and the necessary changes that needs to be adopted for an
equitable treatment for all concerned individuals in corporate activities.

General meeting of every kind of company is organised following certain well structured
rules and procedures through which a company must go through right from its incorporation
to its day to day activities. A company is the smartest form of organisation which exits in an
unique manner as its proposed to be so. The CompaniesAct,2013 and the various Company
rules prescribe ways and norms that a company has to abide by the most vital decisions of a
company are taken in the general meeting of a company. The board of directors can organise
a committee meeting anytime to take decision on matters of regular business but in every
such matter where the investors interest and the sole purpose of the company is involved
holding of a general meeting is very compulsory. In order to organise a general meeting
various factors need to be organised. Facts in regard to preparation of financial statements,
annual reports are needed to be done following the principles of accounting and auditing as
the company law prescribes. If the company wishes to borrow sums then it has to follow the
needed guidelines of borrowings and loans. So every act of a company is related with the
previous and subsequent activity of such a nature in its inner working. Going by the Articles
of Association and altering the Memorandum of association as when needed is wise. A
companies upper management is the body that formulates things for the working of the
company and thus it prepares policies in good spirits for the progression of the company.
There are various parties involved in the working of a company. Primarily the parties are
members, creditors, debtors, banks or financial institutions, government and other bodies.
These various parties get their rights protected under certain provisions of various enactments
of law. When it comes to vital decision making, the interests of parties are needed to be taken
into consideration. It is very well understood that the contributors and the participants are
given importance in the decision making process but the workers or general employees are
left behind and only have the option of either accepting or rejecting the change. If they accept
the change then they continue to remain in the employment but if they do not agree to the
decision the only option they have is to leave, resulting into their unemployment. Such a
situation is mostly seen in cases of merger and amalgamation. So understanding the
significance of general meeting of a company is not only about knowing how things work but
also understanding the seriousness of the importance of various decisions taken in the
meeting. For the investors passing of a resolution is of the importance of return, for banks its
risk but for the employees its all about job stability. So the laws, rules, guidelines everything
must be framed keeping in mind the requirements of the various resolutions that needs to be
passed in a general meeting on a company. While compromising the purpose of a company
cannot be tolerated it is equally important that all such interested parties do not get negatively
affected or that the rights of any class of employees are neglected, care should be taken of
these things by strengthening the provisions of law if necessary by altering them. The legal
sources of law are the only promising things that can protect an aggrieved party and the
situation in this regard in a company is no different.

Based on the dissertation and its presentation it can be summarized that under the concept of
company and general meeting the birth of company occurs with the incorporation of the
company as the promoter begins with the pre incorporation activity whereby he enters into
contracts and other relevant arrangements as necessary for the completion of the initial steps
of the formation of the company. Following the structure of simplified proforma for
incorporating company electronically the company undergoes process whereby it has to apply
for name availability, has to prepare memorandum of association and the articles of
association, the required parties to sign such vital documents, the first subscribers to the
memorandum and the initial directors are to be declared, a professional has to certify and
verify the same. The memorandum of association and the article of association are to be
created by observing the structure as specified in the relevant schedule of the Companies Act,
2013. Rise of general meeting occurred due to its own importance, an exclusive term for
general meeting is members meeting. Registered shareholders of the company are its
members, meeting of board of directors is for internal working of the company but in taking
decisions that affect members investment in the company organising of a general meeting is
compulsory.
Diversity in company and in members meeting happens naturally due to the overall structure
of the corporate organisation. Thus we have various kinds of companies such as statutory ,
registered and companies in accordance to liability. When it comes to meeting, members
meeting are of three kinds: annual general meeting, extraordinary general meeting, class
meeting. Annual general meeting is to be held in every calendar year and the gap between
two annual general meeting should not be more than fifteen months, a subsequent annual
general meeting may be held any time as the company deems fit. All such general meeting
which are not of the nature of annual general meeting are extraordinary general meeting.
Class meetings are kinds of members meeting where the meetings are organised for particular
class of shareholders.
Initial steps and documentation begins from the company itself as registration an issuing of
prospectus by public companies takes place and in case of private companies registration and
issuing of private placement takes place. The memorandum of association of a company
specifies the maximum amount of capital that it can raise through the issue of shares thereby
the concept of issue and allotment of share certificate evolves. For the successful convening
of a meeting it must be properly convened which is done by serving a proper notice and by
calling the meeting by a responsible authority, to be properly constituted means quorum must
be proper and it must be presided over by a chairman, to be properly conducted means
resolutions are properly passed and proper recording of minutes taking place.
Necessary activities includes contracts that a company is free to enter into and also whether
intentionally or unintentionally a company converts itself from private to public company or
from any other form of company into any other form of company. The company is also
authorised to issue debentures for raising of funds. Agenda of a meeting needs to be prepared
and also explanatory statements needs to a part of the notices.
In regard to registration loans and investments by companies and deposits are to be done by
following specified rules. All deposits accepted by the company from the public, in regard to
such deposits the company needs to create charge on its own assets so that if it fails to repay
the debtors then it can realise those registered charged assets to pay them off. Transaction of
business at meeting begins with the attainment of the required quorum. From amongst the
members present in the meeting one of them is to be appointed as the Chairman who would
preside over the meeting. All business except a few are special in nature. Resolutions passed
may be ordinary if the majority is simple but it will be a special resolution if the assenting
parties are thrice of the dissenting parties.
Progression of steps in case of normal functioning of a company attainment of membership of
the company is primary where the selected shareholders name gets enrolled in the Register of
returns. Shares are freely transferable , transfer of shares and transmission of shares is thus
possible and can be registered by the company if the both the transferor and the transferee
apply in such regard to the company. Accounting and auditing is an essential part of the
working of the company. In the meeting of the company the invitees are allowed to appoint
proxies who can attend the meeting and vote but cannot speak in the meeting. Voting by
show of hands or voting by electronic means.
Final working includes the functioning of the company through its various officials including
mostly the directors both executive as well as non executive further the board of directors as a
whole and its execution of powers. In regard to the meeting application of postal ballot,
special notice and resolution , preparation of minutes of the meeting and maintenance and
inspection of documents in electronic form.
Thus it can be concluded that the significance of general meeting of a company is worthy to
be understood and studied by the learners. A proper understanding of the subject matter
depends upon a logical and strong approach towards informing the readers about the purpose
that these concepts serve in real life cases and thus the finding of the research aims at
providing the readers with a redefined style of reading understanding and applying the
concept of company law and the relevant rules therin and the very purpose for the attainment
of which such knowledge exists.