Shorter Notice Consent Format 2026
PART A — CONSENT BY A MEMBER TO SHORTER NOTICE
[Pursuant to the proviso to Section 101(1) of the Companies Act, 2013]
To,
The Board of Directors
{{company_name}} (CIN: {{cin}})
{{registered_office}}
Subject: Consent to convene the Extraordinary General Meeting at shorter notice
I / We, {{member_name}}, of {{member_address}}, holding {{shares_held}} equity shares of ₹ ______ each in {{company_name}} under Folio No. / DP ID – Client ID {{folio_no}}, being a member entitled to vote at the meeting, hereby give my / our consent, pursuant to Section 101(1) of the Companies Act, 2013, to the Extraordinary General Meeting of the company being called and held on {{meeting_date}} at {{meeting_time}} at {{meeting_place}} at shorter notice than the twenty-one clear days specified in that sub-section.
I / We confirm that I / we have received the notice of the meeting dated {{notice_date}}, together with the statement of material facts under Section 102, for transacting the following business:
{{business_summary}}
This consent extends to all the resolutions set out in the said notice and to any adjournment of the meeting.
Signature: _______________________________
Name: {{member_name}}
[For a body corporate member: name and designation of the authorised signatory, with a copy of the authorising resolution under Section 113]
Place: __________________
Date: ____________ [on or before the date of the meeting]
PART B — CONSOLIDATED CONSENT SHEET AND THRESHOLD COMPUTATION
We, the undersigned members of {{company_name}}, entitled to vote at the Extraordinary General Meeting to be held on {{meeting_date}}, hereby consent under Section 101(1) of the Companies Act, 2013 to the said meeting being called at shorter notice, the notice dated {{notice_date}} having been received by us.
| Sl. | Name of member | Folio / DP ID – Client ID | No. of voting shares held | % of voting paid-up capital | Signature and date |
|---|
| 1 | {{member_name}} | {{folio_no}} | {{shares_held}} | ____________ | |
| 2 | ____________ | ____________ | ____________ | ____________ | |
| 3 | ____________ | ____________ | ____________ | ____________ | |
| 4 | ____________ | ____________ | ____________ | ____________ | |
| 5 | ____________ [add rows as needed] | ____________ | ____________ | ____________ | |
| Computation | Number / % |
|---|
| (a) Total number of members entitled to vote at the meeting | ____________ |
| (b) Number of such members who have consented | ____________ |
| (c) (b) as a percentage of (a) | ____________ % |
| (d) Paid-up share capital carrying a right to vote at the meeting (₹) | ____________ |
| (e) Voting paid-up capital held by consenting members (₹) | ____________ |
| (f) (e) as a percentage of (d) | ____________ % |
| Test for an Annual General Meeting | (c) must be not less than 95% |
| Test for any other general meeting (company with share capital) | (b) must be a majority in number of (a) AND (f) must be not less than 95% |
| Test for any other general meeting (company without share capital) | Consenting members must hold not less than 95% of the total voting power exercisable at the meeting |
PART C — RECORD IN THE NOTICE AND THE MINUTES
Line for the notice: "This meeting is being convened at shorter notice. Members are requested to give their consent to the shorter notice in the enclosed form, in writing or by e-mail to ____________, before the commencement of the meeting."
Paragraph for the minutes: "The Chairman informed the members that the meeting had been convened at shorter notice and that consent thereto, in writing / by electronic mode, had been received pursuant to Section 101(1) of the Companies Act, 2013 from ______ members out of ______ members entitled to vote, representing ______ % in number [and ______ % of the paid-up share capital carrying a right to vote at the meeting], being not less than the requisite threshold. The consents were placed on the table and the meeting was declared validly convened."
- Two different tests: for an AGM the 95% is counted on the NUMBER of members entitled to vote; for an EGM it is a majority in number PLUS 95% of the voting paid-up capital. A promoter holding 96% cannot alone waive notice for an AGM of a company with thirty members.
- Members entitled to vote only on some resolutions are counted only for those resolutions [second proviso to Section 101(1)] — relevant where there are preference shareholders or shares with differential voting rights.
- Take the consents before the meeting begins and keep them with the minutes. The Act speaks of the meeting being "called" at shorter notice with consent; a consent collected afterwards is an avoidable argument.
- Shorter notice shortens only the period. The notice must still be sent to every member, the auditors and every director [Section 101(3)], state the place, date, day, hour and business [Section 101(2)] and carry the Section 102 statement for special business.
- Private companies: Section 101 applies unless the articles provide otherwise, so check the articles first — many prescribe a shorter period or a different consent threshold. Section 8 companies: the base period is 14 days instead of 21.
- No form is prescribed for this consent under the 2013 Act and nothing is filed with the Registrar. An e-mail from the member's registered e-mail id is sufficient "electronic mode".
