Law: Companies Ordinance, 1984

Section: 160-A

Keywords: Result: Petition dismissed JUDGMENT ' ATHAR MINALLAH, J. - This petition has been filed under Section 160-A of the Companies Ordinance, 1984 (hereinafter referred to as the 'Ordinance of 1984') for having the proceedings of the Annual General Meeting held on 30.04.2015 and the resolution passed therein as invalid. 2. The facts, in brief, are that the petitioner is a public listed company incorporated and existing under the Ordinance of 1984. The respondent company is also incorporated under the Ordinance of 1984 and, admittedly, the petitioner company holds 30% thirty percent) of the total voting power in relation to the said company. The respondent company sent a notice dated 06-04-2015 in respect of the Annual General Meeting which was scheduled for 30-14-2015. The business proposed to be transacted in the said meeting was mentioned in paragraphs 2 to 4 of the notice. The notice contained a note informing the members that they could exercise their right of vote at the meeting by appointing another member as a proxy to attend and vote. It was further informed that the proxies, in order to be effective, must be delivered at the Company's registered office not later than 48 hours before the time scheduled for holding the meeting. It was further mentioned that copies of the audited Annual Accounts alongwith the Consolidated Accounts of the Company together with the Directors' and Auditors' report thereon, for the year ending on 31.12.2014, were also enclosed. It is asserted by the petitioner company in paragraph 6(viiii) of the petition that pursuant to notice dated 06.04.2015, its representative, namely Haroon lqbal, had attended the Annual General Meeting. However, it is asserted that the representative abstained from attending the meeting after becoming aware of some order passed by the Securities and Exchange Commission of Pakistan (hereinafter referred to as the 'SECP'). 3. The learned counsel appearing on behalf of the petitioner has contended that; the requirements as prescribed in Section 160-A of the Ordinance of 1984 are satisfied; the mandatory legal requirements relating to a notice for an Annual General Meeting were not fulfilled; the…

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