GAMMON INDIA LIMITED

General meetings of shareholders
Subject to the provisions contained in Sections 166 and 210 of the Act as far as applicable, the Company shall in
each year hold, in addition to any other meetings, a general meeting as its annual general meeting, and shall specify
the meeting as such in the notices calling it; and not more than fifteen months shall elapse between the date of one
annual general meeting of the Company and that of the next. Provided further that if the registrar may, for any
special reason, extend the time within which any annual general meeting shall be held by a period not exceeding
three months, then such annual general meeting may be held within such extended period.
All general meetings other than annual general meeting shall be called extraordinary general meetings. The Board of
Directors may, whenever it thinks fit, call an extraordinary general meeting. The Board of Directors shall, on the
requisition of such number of members of the Company as held in regard to any manner at the date of deposit of the
requisition, not less than one-tenth of such of the paid up capital of the Company as at the date carries the right of
voting in regard to that matter, forthwith proceed duly to call an Extraordinary General Meeting of the Company.
A general meeting of the Company may be called by giving not less than twenty-one days‘ notice in writing.
However, a general meeting may be called after giving a shorter notice than twenty-one days, if the consent is
accorded thereto:
(i) in the case of an annual general meeting by all the members entitled to vote there at; and
(ii) in the case of any other meeting, by members of the Company holding not less than 95 per cent of such part
of the paid up share capital of the Company as gives a right to vote at that meeting.
Provided that where any members of the Company are entitled to vote only on some resolution or resolutions to be
moved at the meeting and not on the others, those members shall be taken into account in respect of the former
resolution or resolutions but not in respect of the latter.
At least five members entitled to vote and present in person shall be a quorum for a general meeting. No business
shall be transacted at any general meeting unless the quorum requisite be present at the commencement of the
business.
If within half an hour from the time appointed for holding a meeting of the Company, a quorum be not present, the
meeting, if called upon the requisition of members, shall stand dissolved. In any other case, the meeting shall stand
adjourned to the same day in the next week, at the same time and place or to such other day and at such other time
and place as the Board may determine. If at any adjourned meeting also a quorum is not present within half an hour
of the time appointed for holding the meeting, the members present, whatever their number or the amount of the
shares held by them, shall be a quorum and shall have power to decide upon all the matters which could properly
have been disposed of at the meeting from which the adjournment took place.
Voting rights
Subject to the provisions of the Act and of the Articles:
1. upon a show of hands every member holding equity shares and entitled to vote and present in person
(including an attorney or proxy of a corporation or a representative of a company) shall have one vote;
2. upon a poll the voting right of every member holding equity shares entitled to vote and present in person
(including a corporation or company present as aforesaid) or by attorney or by proxy shall be in the same
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