E-VOTING (Section 108, Rule 20 of Companies (Management and Administration) Rules, 2014.
|Applicability of section 108
|Following companies are mandatorily required to provide e-voting facility:
However, it is optional for others.
APPOINTMENT OF SCRUTINIZER
|PURPOSE OF APPOINTMENT
|To scrutinize the voting and e-voting process in a fair and transparent manner.
|ELIGIBILITY FOR APPOINTMENT OF SCRUTINIZER
|Following person may be appointed as a Scrutinizer:
The Scrutinizer should not be in employment of the Company and should be a person of repute.
|The Board is the appointing authority who may appoint one or more scrutinizer.
The Board may even pass the resolution through Circulation or video-conferencing.
|The scrutinizer should give a consent letter to the Company stating his willingness and eligibility.
DUTIES OF SCRUTINIZER
|ALLOW ELIGIBLE MEMBERS TO VOTE
|The Scrutinizer should make sure that only members who are eligible to vote as on cut-off date shall cast their vote.
[cut-off date: date not earlier than 7 days before the date of General Meeting]
|The scrutinizer shall assist the chairman of the AGM/ GM, to conduct voting by ballot paper/electronically at the AGM/ GM.
|VALIDITY OF VOTES
|If a member who cast a vote physically at the AGM/ GM despite casting his vote through remote e-voting, only his earlier vote shall be considered valid.
|SECRECY OF VOTES
|The assent or dissent of members shall remain secret to the Chairman/ Scrutinizer till the votes are cast at the AGM/ GM.
|POST VOTING COMPLIANCES
|After the conclusion of voting process at the AGM, the Scrutinizer shall:
There is no prescribed format for “Consolidated Scrutinizer’s Report”, however, Form No. MGT-13 is prescribed only under Section 109 of the Companies Act, 2013 (Demand for Poll).
|Maintain register manually or electronically regarding the assent or dissent of the members and their:
|The Scrutinizer should keep the safe custody of all the registers and papers and return the same to the Company only when the Chairman approves and sign the minutes.
RIGHTS OF SCRUTINIZER
|The scrutinizer may take assistance of a person who is:
|Polling in the AGM/ GM
|In the AGM/ GM, voting may be done through polling method which includes polling by way of polling paper or through electronic mode.
|The Scrutinizer should check whether the grievances of the members regarding e-voting are addressed properly by the concerned person.
|Voting by Shareholders holding physical shares
|Even the shareholders not holding shares in a demat form, can also vote electronically.
|Quorum in case of Public Company:
Quorum in case of Private Company: 2 members
As per our understanding, a person who has cast his vote through remote e-voting and also present in the AGM/ GM, shall be counted for the purpose of quorum. However, he will not be eligible to vote again.