Shopper's Stop Limited - Securities and Exchange Board of India

82. The Company may, by special resolution, reduce in any manner and with, and subject to, any
incident authorized and consent required by law.-
(a) its share capital;
(b) any capital redemption reserve account; or
(c) any share premium account.
The Company may from time to time, by ordinary resolution:-
(a) increase its share capital by such amount as it thinks expedient by issuing new shares;
(b) consolidate and divide all or any of its share capital into shares of larger amount than its
existing shares;
(c ) convert all or any of its fully paid up shares into stock, and reconvert that stock into fully
paid up equity shares into any denomination;
(d ) sub-divide its existing shares or any of them into shares of smaller amount than is fixed by
the memorandum, subject, nevertheless, to the provisions of clause (d) of sub-section (1) of
Section 94 of the Act;
(e) cancel any shares, which, at the date of the passing of the resolution, have not been taken
or agreed to be taken by any Person and diminish the amount of its shares capital by the
amount of the shares so cancelled.
The Company may, by special resolution, reduce in any manner and with, and subject to,
any incident authorized and consent required by law.-
(a) its share capital.;
(b) any capital redemption reserve account; or
(c) any share premium account.
GENERAL MEETINGS
83. The term “general meetings” shall include both annual general meetings and extraordinary
general meetings.
84. Notice may be given to Members by advertisement in a newspaper in accordance with the
provisions of the Act. If notice is given to the Members by advertisement in a newspaper, it will
be advertised in atleast one leading Mumbai daily newspaper.
85. The accidental omission or the non receipt of any notice by any Member or other Person entitled
to receive the same, shall not invalidate the proceedings of the Company.
86. The Board may, whenever it thinks fit, call an extraordinary general meeting.
The term “general meetings” shall include both annual general meetings and extraordinary
general meetings.
Notice may be given to Members by advertisement in a newspaper in accordance with the
provisions of the Act. If notice is given to the Members by advertisement in a newspaper, it will
be advertised in atleast one leading Mumbai daily newspaper.
The accidental omission or the non-receipt of any notice by any Member or other Person entitled
to receive the same, shall not invalidate the proceedings of the Company.
The Board may, whenever it thinks fit, call an extraordinary general meeting.
PROCEEDINGS AT GENERAL MEETINGS
87. If at any time there are not within India directors capable of acting who are sufficient in number
to form a quorum, any director of the Company may call an extraordinary general meeting in the
same manner, as nearly as possible, as that in which such a meeting may be called by the
Board.
88. No general meeting, annual and extra- ordinary shall be competent to enter upon, discuss or
transact any business which has not been specifically mentioned in the notice or notices upon
which it was convened.
89. No business shall be transacted at any general meeting unless a quorum of Members is present
at the time when the meeting proceeds to business. Save as herein otherwise provided, five
Members present in person shall be a quorum.
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