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Enshrined in Section 189 (1) (b) of the Companies Act, “A company shall prepare and maintain at its registered office records containing – minutes of meeting…”, and further in Section 194 (1), the law allows the members of the company access free of charge to examine the company records – which includes minutes of meeting(s) during the usual hours of the company; yet Ogle Airport Inc. (OAI), the company which is an integral part of the Public-Private Partnership arrangement of the Eugene F. Correia International Airport, has continuously denied all of my formal requests and violated my rights as a member of the company to examine the minutes of the last Annual General Meeting (AGM).
I understand clearly that although minutes only get approved until the next AGM, they should still be distributed and circulated amongst the members or at least, be made available upon any member’s request, within a few days of the AGM of which they are recorded, and not nearly one year after they were recorded as usually the case with OAI.
The reason is very simple and logical. Members of the company not only require the minutes to implement the decisions which were made, but to keep track of them throughout the year leading up to the next AGM. Almost always, these decisions are major and critical to the operations of the company. They involve policies, financial dealings, major infrastructural projects to be undertaken and so on. Therefore, it is necessary that the minutes get into the hands of the members fresh out of the AGM, and not a few days before the next AGM.
Though the Companies Act gives a one-year timeline to circulate the minutes between AGM’s, it is an abuse and breach of several provisions of the Act to delay circulation of the minutes while denying a member access to examine the minutes within a reasonable time immediately after the AGM.
I call upon the Chairman, Company Secretary and directors of the board of OAI to immediately right this wrong since the next AGM is just a few weeks away.
Capt. A. Mazahar Ally
Managing Director for ASL, AMSL & GRSI
Shareholders of OAI