Section 111 — Circulation of members’ resolution

(1) A company shall, on requisition in writing of such
number of members, as required in section 100,—
(a) give notice to members of any resolution which may properly be moved and is intended to be
moved at a meeting; and
(b) circulate to members any statement with respect to the matters referred to in proposed resolution
or business to be dealt with at that meeting.
(2) A company shall not be bound under this section to give notice of any resolution or to circulate any
statement unless—
(a) a copy of the requisition signed by the requisitionists (or two or more copies which, between
them, contain the signatures of all the requisitionists) is deposited at t he registered office of the
company,—
(i) in the case of a requisition requiring notice of a resolution, not less than six weeks before
the meeting;
(ii) in the case of any other requisition, not less than two weeks before the meeting; and
(b) there is dep osited or tendered with the requisition, a sum reasonably sufficient to meet the
company’s expenses in giving effect thereto:
Provided that if, after a copy of a requisition requiring notice of a resolution has been deposited at the
registered office of the company, an annual general meeting is called on a date within six weeks after the
copy has been deposited, the copy, although not deposited within the time required by this sub -section,
shall be deemed to have been properly deposited for the purposes thereof.
(3) The company shall not be bound to circulate any statement as required by clause (b) of sub-
section (1), if on the application either of the company or of any other person who claims to be aggrieved,
the Central Government, by order, declares that the rights conferred by this section are being abused to
secure needless publicity for defamatory matter.
(4) An order made under sub-section (3) may also direct that the cost incurred by the company by virtue
of this section shall be paid to the company by the requisitionists, notwithstanding that they are not parties
to the application.
(5) If any default is made in complying with the provisions of this section, the company and every