The Hindu Business Line : CLB clarifies on chairing of Birla Corp AGM

AN hour before the annual general meeting of Birla Corporation Ltd, the flagship company of M.P. Birla Group, was to be convened on Wednesday, the company approached the Company Law Board seeking clarification whether Mr R.S. Lodha, Co-chairman, could chair the AGM.

The CLB Principal Bench said in its order today that the chairman of the meeting shall be in accordance with the Articles of Associations of the company or as per the Companies Act.

This, according to legal experts, meant that if the articles of the company allowed the Co-chairman to chair the AGM, Mr Lodha could do so without any hassle. Sources further said that Mr Lodha has been chairing the AGM of the company for the past few years in his capacity as the Co-chairman of Birla Corporation.

To put to rest any doubts arising due to varied interpretations of the CLB order passed on Tuesday evening, Birla Corporation had sought this clarification, sources said.

The CLB Bench also clarified that the restriction regarding chairmanship of the AGM was only related to those businesses on the agenda that related to election of directors. Here also the Bench clarified that "all candidates who have come up for election or re-election shall continue as directors till the results of the poll are declared."

In an order passed on Tuesday on two petitions moved by the minority shareholders , the Bench had given the go-ahead to the AGM. It had directed that the items relating to election of three directors - Mr R.S. Lodha, Mr Prachepa Majumdar and Mr Vikram Swarup - should be by poll. It had further stated that the poll would be conducted under the chairmanship of a director of the company who has not come up for re-election in this meeting.

While clarifying the position, the CLB Bench observed, "I do not understand the need for this clarification as the matter relating to the chairman of the meeting was not an issue before me and that is why I have not stated as to who or who should not chair the AGM."

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