What is special notice under section 115?
Asked by: Ally Kertzmann | Last update: March 21, 2026Score: 4.8/5 (71 votes)
Special Notice under Section 115 of India's Companies Act, 2013, is a procedure requiring members to give the company advance warning (between 3 months and 14 days before a meeting) for specific significant resolutions, like removing a director or auditor, ensuring proper circulation to all members, giving them enough time to consider crucial matters, and ensuring fairness in corporate governance.
What is the purpose of the special notice?
In the context of notice given for the general meetings of a company, special notice will be required at a general meeting at which resolutions are proposed to remove a director from office (or appoint somebody in place of a director so removed at the same meeting); remove an auditor from office; and appoint auditors ...
What is the special notice under Section 115 of the Companies Act 2013?
(1) A special notice required to be given to the company shall be signed, either individually or collectively by such number of members holding not less than one percent of total voting power or holding shares on which an aggregate sum of not less than five lakh rupees not more than five lakh rupees not less than five ...
What is the meaning of section 115?
IPC Section 115 - Abetment of offence punishable with death or imprisonment for life if offence not committed | Devgan.in.
What is the difference between ordinary notice and special notice?
An Ordinary resolution typically requires more than 50% approval from shareholders, while a Special resolution usually necessitates a 75% approval rate. It is important to note that Special resolutions with a 75% approval rate must be filed with Companies House.
Special Notice under Companies Act | Section 115
What is the difference between ordinary and special?
Ordinary resolution requires a simple majority vote (50% +1) while Special resolution requires a higher majority vote (typically 75% or more) Ordinary resolution is used for routine or regular matters while Special resolution is used for important or significant matters.
How do you remove an auditor from a special notice?
A specimen letter by a shareholder giving special notice to the company under section 511 of the Companies Act 2006 of the intention to propose a resolution at a general meeting for removal of the company's auditor and appointment of the new auditor.
How does Section 115 work?
Filing a False Document under California Penal Code Section 115 PC makes it a felony to file any forged or false document with a public office. The statute requires a prosecutor to prove the following elements: A defendant provided a document for filing, recording or registration with any public office in California.
What is the time period for special notice?
Such notice is required to be sent by members to the company not earlier than three months but at least 14 days before the date of the meeting at which the resolution is to be moved. Such period shall exclude the day on which the notice is given and the day of the meeting.
Is section 115 bailable or not?
Section 115 BNS : Nature and Scope
Bailability: Bailable offence; the accused has the right to be released on bail. Triable by: Any Magistrate. Compoundability: Compoundable offence; the victim and the accused can settle the matter out of court with permission from the court.
Can a director be removed without notice?
Further, a special notice is required for removal of a director and such director is entitled to attend the general meeting and is eligible to be heard on the resolution at the meeting.
Does a special resolution require 75%?
The Companies Act 2006 (CA 2006) sets out certain matters that must be passed by the members (or by a class of members) of a company as a special resolution (ie by a majority of not less than 75%) or by the holders of at least 75% of shares or of a class of shares.
What is a section 115 entity?
A Section 115 Trust is a trust established for a government entity, municipality, or any public agency to set aside fund contributions for paying post-retirement employee benefits. Assets in a 115 Trust are irrevocably committed for the government function specific in the applicable trust agreement.
How long is a special notice?
Serve a special notice
A special notice (at least 28 days) to the company proposing the resolution to remove the director (Sections 206(3) & 322).
What are the three types of notice?
The three main types of legal notice are Actual Notice (direct, personal knowledge), Constructive Notice (knowledge imputed from public records, whether you've checked or not), and Inquiry Notice (knowledge presumed from facts that would prompt a reasonable person to investigate further). These types of notice establish when a party is legally considered aware of a fact, right, or obligation, especially in property and legal matters, even without direct communication.
What is a special notice to remove a director?
the member(s) wishing to remove a director must give “Special Notice” (Companies Act 2006 Section 168) to the company at least 28 days before the meeting at which the resolution is to be moved (Companies Act 2006 Section 312);
Who can give a special notice?
Number of Members: The special notice must be given by a group of members who collectively hold at least 1% of the total voting power in the company. This means that shareholders with significant voting influence have the authority to request such resolutions.
What are the reasons for removal of auditors?
loss of independence through conflicts of interest; formulaic and unchallenging audit process; lack of organisational and/or sector awareness; sometimes following an acquisition, change of business direction, or rapid growth of the organisation; failure to fulfil required duties.
Can you pass a special resolution without a meeting?
You do not always need to have a meeting to pass a resolution. If enough shareholders or directors have told you they agree, you can usually confirm the resolution in writing. You must write to all shareholders letting them know about the outcome of a resolution.
What are the drawbacks of Section 115?
Being found guilty of a felony under Penal Code 115 can increase the severity of penalties faced in subsequent legal issues. If an individual is later involved in another criminal case, the felony record might influence judicial decisions, potentially resulting in harsher sentencing.
What are the exemptions under Section 115?
Many tax laws apply differently to government entities than to other organizations and individuals. The primary tax difference from other taxpayers is the general exemption from income tax. IRC section 115 excludes from gross income any income derived from the exercise of or administration of any public function.
Should I waive my right to a preliminary hearing?
Waiving a preliminary hearing in California can accelerate the legal process and may help you obtain a plea deal or stop the prosecution from pursuing more serious charges.
Can a director just walk away from a company?
Directors can end their directorship and responsibilities to a company by resigning, provided there is at least one actively appointed director remaining at the company. If the company later faces insolvency or legal issues, your actions as a director can be investigated.
What happens if you don't respond to an audit letter?
Here's what happens if you ignore the notice:
You'll have 90 days to file a petition with the U.S. Tax Court. If you still don't do anything, the IRS will end the audit and start collecting the taxes you owe. You'll also waive your appeal rights within the IRS.
Who appoints the special auditor?
The appointment is done by the Comptroller and Auditor General of India.