# Voting by Postal Ballot — Applicability
## 1. What is a Postal Ballot?
Under Sec 2(65), postal ballot means voting by post or through electronic mode. Members vote remotely without assembling.
## 2. Which Items Can/Must be Transacted by Postal Ballot?
| Category | Treatment |
|---|---|
| Items notified by the Central Government | Must be transacted only by postal ballot |
| Other business items | May be by postal ballot, except: ordinary business OR items requiring hearing of director/auditor |
Rider: Items mandated under (a) may also be transacted at a general meeting if e-voting (Sec 108) facility is available.
## 3. Legal Effect
A resolution approved by requisite majority via postal ballot is deemed passed at a general meeting.
## 4. Exemptions
- One Person Company (OPC)
- Companies with up to 200 members
## 5. Items Mandated for Postal Ballot
| Sr. | Business Item | Section |
|---|---|---|
| 1 | Alteration of objects clause of MOA | Sec 13 |
| 2 | Alteration of AOA | Sec 2(68) |
| 3 | Change in registered office beyond local limits | Sec 12(5) |
| 4 | Change in objects for which funds raised | Sec 13(8) |
| 5 | Issue of shares with differential voting/dividend rights | Sec 43(a)(ii) |
| 6 | Variation in rights of shares/debentures | Sec 48 |
| 7 | Buy-back of shares | Sec 68(1) |
| 8 | Election of small shareholders' director | Sec 151 |
| 9 | Sale of whole/substantial undertaking | Sec 180(1)(a) |
| 10 | Loans/guarantees/securities beyond prescribed limits | Sec 186(3) |
## 6. Voting Rights & Ballot Types
- Voting rights proportional to paid-up share capital holding.
- Types: Assent | Dissent | Partial | Invalid (signature issues, overwriting).
## 7. When is the Resolution Passed?
If assents exceed dissents (subject to the majority required — ordinary or special).