# Procedure for Conducting Voting Under Postal Ballot

## Step 1: Notice to Shareholders

The company sends to all shareholders:

Shareholders must send their assent or dissent in writing within 30 days from dispatch of the notice.

## Step 2: Mode of Sending Notice

The notice can be sent via:

1. Registered Post or Speed Post

2. Electronic means (e.g., registered e-mail)

3. Courier service

## Step 3: Advertisement

An advertisement must be published in newspapers (vernacular + English — see Rule 22) informing members about the postal ballot.

## Key Operational Points (Summary from Postal Ballot Voting & Counting)

Voting rights are proportional to share in paid-up capital
Members may cast assent, dissent, partial, or invalid votes
Resolution passed if assents exceed dissents (subject to requisite majority)
Once cast, votes typically cannot be changed
A scrutinizer is appointed by the Board to receive and validate postal ballots and to submit a report
Result is announced by the Chairman / authorized person

## Form & Documentation

Postal ballot must be conducted in accordance with Rule 22 of Companies (Management and Administration) Rules, 2014
The result of postal ballot is deemed to be passed at a general meeting

## Critical Time Limits

Action	Time Limit
Period for shareholders to send assent/dissent	30 days from dispatch of notice
Mode of notice	RPAD / Speed Post / Email / Courier

## Memory Aid

"NMV-30" — Notice → Mode (Post/Email/Courier) → Vote (in 30 days)

Worked example

### Example 1

Example: A listed company dispatches a postal ballot notice on 1st June. By when must shareholders submit their assent/dissent?

Solution: Within 30 days from dispatch, i.e., by 30th June (or 1st July, calculating inclusive periods).

### Example 2

Example: A company sends a postal ballot notice to a shareholder by ordinary post. Is this valid?

Solution: No. Notice must be sent by Registered Post / Speed Post / Electronic means / Courier service. Ordinary post is NOT permitted.

⚠️ Common exam mistakes

Allowing ordinary post — only RPAD, Speed Post, Email, or Courier are valid
Confusing the 30-day postal ballot voting period with the 21-day general meeting notice period
Forgetting that a draft resolution AND explanatory statement must accompany the notice
Believing postal ballot result needs to be ratified at a GM — it does not; it is deemed passed at a GM

Reference: Sec 110 / Rule 22 — Companies Act, 2013 + Rule 22 of Companies (Management and Administration) Rules, 2014

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